Total Voting Rights
Summary by AI BETAClose X
Anglo American plc (the "Company")
Registered office: 17 Charterhouse Street, London EC1N 6RA
Registered number: 3564138 (incorporated in England and Wales)
Legal Entity Identifier: 549300S9XF92D1X8ME43
Total Voting Rights and Merger-related Information
Shareholders are directed to the second part of this announcement which contains important information on the special dividend and name change in respect of the Merger and their associated timings.
Total voting rights
The following notification is made in accordance with the UK Financial Conduct Authority's Disclosure Guidance and Transparency Rule 5.6.
As at 6pm on 31 August 2026, the issued share capital of the Company was 1,178,050,272 ordinary shares of US$0.6239 each. No shares are held in Treasury, therefore the total number of voting rights in the Company is 1,178,050,2721.
This information may be used by shareholders (and others with notification obligations) as the denominator for the calculations by which they will determine whether they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
Special dividend and name change in respect of the Merger
Shareholders of the Company ("Anglo American Shareholders") are referred to the proposed merger of equals between the Company and Teck Resources Limited ("Teck") (the "Proposed Transaction" or "Merger"), details of which were set out in the circulars (together, the "Shareholder Circulars") distributed by the Company to the Anglo American Shareholders on 10 November 2025 and by Teck to the shareholders of Teck (the "Teck Shareholders") on 10 November 2025. The Merger will be implemented in accordance with the terms of the arrangement agreement dated 9 September 2025 between the Company and Teck (the "Arrangement Agreement").
The implementation of the Merger is subject to the fulfilment or waiver of outstanding conditions precedent set out in the Arrangement Agreement and described in the Shareholder Circulars ("Conditions Precedent"), including, among others, receipt of final regulatory approvals and a condition that the Company must validly and lawfully approve a special dividend to Anglo American Shareholders on the share register of the Company (the "Register") ahead of completion of the Merger (the "Anglo American Special Dividend"), being a one-off distribution expected to comprise a base amount of approximately US$4.5 billion (subject to the adjustments outlined below).
Calculation of the Anglo American Special Dividend
As described in the Shareholder Circulars, a formula is used to determine the Anglo American Special Dividend amount (the "ASD Amount"). In summary, the ASD Amount is US$4.5 billion, increased or decreased by an adjustment amount reflecting the Company's and Teck's ordinary course dividends declared with a record date after 9 September 2025 but on or prior to the effective date of the Merger (the "Effective Date"). The ASD Amount will either be adjusted (i) upwards if Teck pays more in ordinary course dividends than the Company on a relative basis; or (ii) downwards if the Company pays more dividends than Teck on a relative basis, in each case subject to certain exchange rate adjustments.
The Company and Teck are required to determine the ASD Amount (including whether (i) a Negative Conclusion (as defined below), which would trigger the application of the "catch-up" dividend referred to below, or (ii) a Zero Conclusion (as defined below), applies) no later than fifteen (15) business days prior to the estimated ASD Deadline (as defined below). In particular, the Company and Teck will be required to determine, by applying the formula used to calculate the ASD Amount, whether the amount would lead to a Negative Conclusion or a Zero Conclusion. A "Negative Conclusion" will be reached if the ASD Amount is negative after application of the adjustment referred to above, in which case Teck will be required to declare and pay a "catch-up" dividend to Teck Shareholders and the Anglo American Special Dividend will not apply. A "Zero Conclusion" will be reached if the ASD Amount is zero after application of the adjustment referred to above, in which case neither the Company nor Teck will pay a dividend in connection with the Merger.
Timetable and approval requirements
The Company is required to approve the Anglo American Special Dividend by no later than a date that is two (2) business days following satisfaction or waiver of the non-Effective Date Conditions Precedent (the "ASD Deadline"). The record date for the Anglo American Special Dividend (the "ASD Record Date") must occur prior to the Effective Date to ensure that the entitlements of Anglo American Shareholders are determined by reference to the Register before the Effective Date and prior to the implementation of the Merger. The Company and Teck have agreed that the Anglo American Special Dividend must be paid within forty five (45) days after the Effective Date (rather than thirty (30) days as originally contemplated in the Arrangement Agreement).
Anglo American Shareholders are advised that the Company will release the declaration and finalisation data regarding the Anglo American Special Dividend in a combined declaration and finalisation announcement to be released following the fulfilment (or waiver, as applicable) of the remaining non-Effective Date Conditions Precedent on or prior to the ASD Deadline.
Anglo American Shareholders are advised that the declaration and finalisation announcement with respect to the Anglo American Special Dividend will be published no later than eight (8) trading days prior to the ASD Record Date, which constitutes a deviation from the standard thirteen (13) trading day period prescribed by the Johannesburg Stock Exchange ("JSE").
In order to accommodate this period, notwithstanding the terms of the Arrangement Agreement, the Company and Teck have agreed that the period between fulfilment (or waiver, as applicable) of the remaining non-Effective Date Conditions Precedent and completion of the Merger will be eleven (11) trading days and the effective time of the Merger is expected to be 10:00 p.m. Vancouver time on the eleventh trading day.
The combined declaration and finalisation announcement is required because (i) the precise date of the satisfaction or waiver of the non-Effective Date Conditions Precedent and the ASD Deadline, together with the other customary salient dates and times applicable to the Anglo American Special Dividend, are unknown at the time when the declaration announcement would otherwise be required to be published under the conventional thirteen (13) trading day notice period; and (ii) certainty as to the unconditionality and completion of the Merger, will be established only eleven (11) trading days prior to the Effective Date.
Anglo American Shareholders are further advised that the timetable for changing the approved name of the Company to "Anglo Teck plc", including the new share code and short name, will also be announced in the same combined declaration and finalisation announcement which will be published no later than eight (8) trading days prior to the ASD Record Date and will constitute a deviation from the standard thirteen (13) trading day period prescribed by the JSE.
The deviation from the standard JSE Corporate Actions Timetable arises due to legal limitations and the constrained timetable for the Proposed Transaction, as approved by the Company and Teck.
The specific timetable applicable to the above corporate events, to be included in the combined declaration and finalisation announcement, will be subject to approval by the JSE and the London Stock Exchange in accordance with their respective listing rules and requirements.
ACCORDINGLY, ANGLO AMERICAN SHAREHOLDERS ARE URGED TO TAKE NOTE THAT THIS ANNOUNCEMENT IS MADE WELL IN ADVANCE OF THE PUBLICATION OF THE COMBINED DECLARATION AND FINALISATION ANNOUNCEMENT. THE PURPOSE OF THIS EARLY COMMUNICATION IS TO ENSURE THAT THE MARKET IS DULY INFORMED OF THE DEVIATION FROM THE STANDARD JSE CORPORATE ACTIONS TIMETABLE. ANGLO AMERICAN SHAREHOLDERS ARE URGED TO EXERCISE PARTICULAR CARE IN MONITORING ANNOUNCEMENTS AND IN PLANNING THEIR TRADING AND SETTLEMENT ACTIVITIES TO ENSURE THAT THEY ARE ABLE TO PARTICIPATE IN THE ANGLO AMERICAN SPECIAL DIVIDEND, IF THEY ARE SO ENTITLED.
Full details relating to the Anglo American Special Dividend (including the final amount per share, specific salient dates and payment mechanics) and the Company's name change will be provided in due course in the combined declaration and finalisation announcement following fulfilment of the non-Effective Date Conditions Precedent.
Clare Davage
VP, Deputy Company Secretary
Anglo American plc
01 September 2026
Note 1. Of these, 98,906,534 shares are held by Epoch Investment Holdings (RF) Proprietary Limited, Epoch Two Investment Holdings (RF) Proprietary Limited and Tarl Investment Holdings (RF) Proprietary Limited, the independent companies which purchased shares as part of the Company's 2006 share buyback programme. These independent companies have waived their right to vote all the shares they hold or will hold in the Company.
Disclaimers
The information contained in this announcement is a summary only and does not purport to be complete. It is subject to, and should be read in conjunction with, the full text of the Shareholder Circulars and the Arrangement Agreement, which contain detailed information regarding the Proposed Transaction, including its terms and conditions, and which have been made publicly available by the Company and Teck.
Anglo American Shareholders are strongly advised to read the Shareholder Circulars and all related documents in their entirety in order to obtain a full understanding of the Proposed Transaction, the Anglo American Special Dividend and the matters contemplated herein. To the extent of any inconsistency between this summary and the Shareholder Circulars, the terms of the Shareholder Circulars shall prevail.
This announcement is for information purposes only and shall not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States of America, including its territories and possessions, any state of the United States and the District of Columbia (the "United States"), Canada, Australia or Japan or in any other country where such offer or solicitation is unlawful or requires registration or any other measures ("Restricted Territories"). This announcement and the information contained herein is restricted and is not for publication or distribution, directly or indirectly, in whole or in part, in or into any Restricted Territory. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions. The Company assumes no responsibility or liability whatsoever in the event there is a violation by any person of such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
The information contained in this announcement does not constitute or form a part of any offer to the public for the sale of, or subscription for, or an invitation, advertisement or the solicitation of an offer to purchase and/or subscribe for, securities as defined in and/or contemplated by the South African Companies Act, No. 71 of 2008 ("South African Companies Act"). Accordingly, this announcement does not, nor does it intend to, constitute a "registered prospectus" or an advertisement relating to an offer to the public, as contemplated by the South African Companies Act and no prospectus has been, or will be, filed with the South African Companies and Intellectual Property Commission in respect of this announcement.
The information contained in this announcement constitutes factual information as contemplated in section 1(3)(a) of the South African Financial Advisory and Intermediary Services Act, 2002 ("FAIS Act") and should not be construed as an express or implied recommendation, guide or proposal that any particular transaction or in relation to the business or future investments of the Company, is appropriate to the particular investment objectives, financial situations or needs of a prospective investor, and nothing in this announcement should be construed as constituting the canvassing for, or marketing or advertising of, financial services in South Africa. The Company is not a financial services provider licensed as such under the FAIS Act.
Forward-looking statements
This announcement includes "forward-looking statements". Forward-looking statements are statements that are not historical facts and may be identified by the use of words such as "anticipate", "believe", "continue", "should", "will", "target", "forecast", "expect", "potential", "intend", "estimate", "strategy", "can" and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. The forward-looking statements set out in this announcement involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of the Company, that could cause the Company's actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Actual events may differ significantly from any anticipated development due to a number of factors, including without limitation, changes in public sector investment levels, changes in the general economic, political and market conditions in the markets in which the Company operates, the Company's ability to attract, retain and motivate qualified personnel, changes in the Company's ability to engage in commercially acceptable acquisitions and strategic investments, and changes in laws and regulation and the potential impact of legal proceedings and actions.
The information, opinions and forward-looking statements contained in this announcement speak only as at its date and are subject to change without notice. The Company expressly disclaims any obligation or undertaking or any obligation to review, update, confirm, or to release publicly any updates or revisions to any forward-looking statements to reflect events, conditions or circumstances that occur or circumstances that arise in relation to the content of this announcement.
Nothing in this announcement constitutes, shall be construed or be deemed to be a profit forecast or dividend forecast as contemplated under the JSE Listings Requirements, nor may it be relied upon as a guide to future performance. The information contained in this announcement has not been audited or reviewed by the external auditors of the Company.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
Latest directors dealings
- 6 hours ago Savannah Energy
- 7 hours ago Buccaneer Energy PLC
- 8 hours ago Savannah Energy
- 8 hours ago Carclo
- 8 hours ago Schroder Japan Growth Fund