UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
February 22, 2011
| BHP BILLITON LIMITED (ABN 49 004 028 077) |
BHP BILLITON PLC (REG. NO. 3196209) | |
| (Exact name of Registrant as specified in its charter) | (Exact name of Registrant as specified in its charter) | |
| ||
| VICTORIA, AUSTRALIA | ENGLAND AND WALES | |
| (Jurisdiction of incorporation or organisation) | (Jurisdiction of incorporation or organisation) | |
| 180 LONSDALE STREET, MELBOURNE, VICTORIA 3000 AUSTRALIA |
NEATHOUSE PLACE, VICTORIA, LONDON, UNITED KINGDOM | |
| (Address of principal executive offices) | (Address of principal executive offices) | |
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
x Form 20-F ¨ Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
¨ Yes x No
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| BHP Billiton Limited and BHP Billiton Plc | ||||
| Date: February 22, 2011 | By: | /s/ Jane McAloon | ||
| Name: | Jane McAloon | |||
| Title: | Group Company Secretary | |||
|
Fayetteville Acquisition
bhpbilliton
resourcing the future
J. Michael Yeager
Chief Executive, BHP Billiton Petroleum
22 February 2011
|
Disclaimer
bhpbilliton
resourcing the future
Reliance on Third Party Information
The views expressed here contain information that has been derived from publicly available sources that have not been independently verified. No representation or warranty is made as to the accuracy, completeness or reliability of the information. This presentation should not be relied upon as a recommendation or forecast by BHP Billiton.
Forward Looking Statements
This presentation includes forward-looking statements within the meaning of the U.S. Securities Litigation Reform Act of 1995 regarding future events and the future financial performance of BHP Billiton. These forward-looking statements are not guarantees or predictions of future performance, and involve known and unknown risks, uncertainties and other factors, many of which are beyond our control, and which may cause actual results to differ materially from those expressed in the statements contained in this presentation. For more detail on those risks, you should refer to the sections of our annual report on Form 20-F for the year ended 30 June 2010 entitled “Risk factors”, “Forward looking statements” and “Operating and financial review and prospects” filed with the U.S. Securities and Exchange Commission.
No Offer of Securities
Nothing in this release should be construed as either an offer to sell or a solicitation of an offer to buy or sell BHP Billiton securities in any jurisdiction.
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011 Slide 2
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Highlights
bhpbilliton
resourcing the future
100% of Chesapeake Energy Corporation’s upstream and midstream Fayetteville interests acquired for US$4.75 billion
Largest U.S. shale gas asset transaction
Single, giant field enables focus and is consistent with our corporate strategy
Substantive BHP Billiton operated entry into shale gas
Major resource addition, immediate increase to Petroleum volumes and significant growth ahead
Transition service plans in place
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011 Slide 3
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Transaction details
bhpbilliton
resourcing the future
Agreed price of US$4.75 billion in cash includes US$0.5 billion for midstream interests
487,000 net acres, 415 MMcf/d current production, 2.4 TCF proved reserves, and 10 TCF total risked resource
Purchase price of US$1.77 per Mcf for proved reserves or US$0.43 per Mcf for total risked resources
12 month transition agreement in place to ensure the safe and smooth transfer of operations to BHP Billiton
Targeted closing by end 1H CY2011, conditional upon regulatory approvals
- No other third party approvals required
- Substantial due diligence performed to date
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011 Slide 4
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Unique opportunity to acquire a leadership position in a major North American shale
bhpbilliton
resourcing the future
North American Shale Gas Plays
Horn River
Montney
Bakken
Marcellus
Niobrara
Woodford
Fayetteville
Barnett
Haynesville
Eagle Ford
Liquid Rich Plays
Gas Focused Plays
BHP Billiton becomes the second largest acreage holder in the Fayetteville shale
Modest topography provides easy operating access
Shallower wells with low field production decline
420 miles of infield gathering pipelines and several compression stations
Major development program ahead with US$800 million to US$1 billion annual investment for the next decade or longer
Van Buren
Cleburne
Pope
White
Conway
Faulker
Field Outline
BHP Billiton Interests
Operated Acreage
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011 Slide 5
|
A material asset with room to grow
bhpbilliton
resourcing the future
Total Net Resources (MMboe)
6,000
5,000
4,000
3,000
2,000
1,000
0
3.7 Billion BOE
1.7 Billion BOE
5.4 Billion BOE
BHP Billiton Petroleum
Acquired Fayetteville Interests
Combined Resources
Proved Reserves
Probable Reserves & Contigent Resources
10 TCF addition is more than double our share of remaining resources at Bass Strait, 3x our share of Scarborough, and 7x our share of Browse
Large percentage of non-proved reserves remain to be developed
Fayetteville will be consistent with current Petroleum portfolio – solid EBIT margins at current prices
BHP Billiton Petroleum Net Resources as per BHP Billiton’s
Production Report for the Half Year Ended December 31, 2010
Fayetteville Net Resources as per Chesapeake’s Investor
Presentation dated December 2010
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011 Slide 6
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Excellent strategic fit
bhpbilliton
resourcing the future
World-class accessible resource, material to BHP Billiton
- Large, long-life, low cost, with significant future development
Access to the world’s largest gas market
Lower risk due to adequate production history and extensive delineation drilling
Long term investment matches our financial strength
Large operated position, leveraging our organisation and expertise
Stable operating environment and attractive U.S. fiscal terms
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011
Slide 7
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Strong market fundamentals
bhpbilliton
resourcing the future
U.S. Natural Gas Demand (Bcf/d)
100
80
60
40
20
0
Power
Industrial
Commercial
Residential
Other
2000 2015 2030
U.S. Natural Gas Supply (Bcf/d)
100
80
60
40
20
0
LNG & Pipeline imports
Unconventional
Conventional
2000 2015 2030
Source: Wood Mackenzie
U.S. demand for natural gas set to increase 1.6% annually
Unconventional gas is the primary source of long-term supply
Highly liquid market with contracts traded on the NYMEX
Preferred fuel in low carbon world
Extensive pipeline network provides access to premium gas markets in the Midwest and Northeast U.S.
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011
Slide 8
|
Significant volume growth potential
bhpbilliton
resourcing the future
Net Production (Mboe/d)
700
600
500
400
300
200
100
-
2011: Petroleum
2011: Petroleum & Fayetteville
+/-2016: Petroleum & Fayetteville
+/-2020: Petroleum & Fayetteville
Development plans to nearly triple production from Fayetteville assets builds upon large upcoming GOM and WA LNG projects
Volumes increase to ~500 Mboe/d, with plans to reach ~700 Mboe/d by the end of the decade
Positive impact on industry-leading unit cost metrics, both cash and non-cash
Increases the share of volumes operated and controlled by BHP Billiton
FY11 Petroleum volume projection as per BHP Billiton’s Production Report for the Half Year Ended December 31, 2010
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011
Slide 9
|
Transition plans in place with Petroleum organisation adding value at low cost
bhpbilliton
resourcing the future
Petroleum HQ
Production and Development
Exploration
Acquired Fayetteville Interests
Excellence
Petroleum Headquarter-Houston
Centralised management/planning
Centralised services
Common worldwide standards
Functional excellence
Western Australia
Bass Strait
Gulf of Mexico
UK
Trinidad
Pakistan
Algeria
Fayetteville
Execution
Strong local operating units
Execution
Receive services
Adhere to worldwide standards
Substantially increases onshore gas position and leverages highly experienced personnel
Industry leader in safety, drilling, project development, and operations performance
Highly scaleable Petroleum organisation limits additional overhead
12 month transition agreement includes all technical support and field personnel and incentivises performance
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011 Slide 10
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Conclusions
bhpbilliton
resourcing the future
Unique opportunity to acquire a leadership position in a consolidated shale play
Consistent with our strategy and adds to portfolio and customer diversity
World class resource in largest gas market, low cost and significant immediate production
Petroleum resource base increases 45% with significant volume growth ahead
Major BHP Billiton operated position
Transition plans in place for up to 12 months to integrate with existing organisation
J. Michael Yeager, Chief Executive, BHP Billiton Petroleum, 22 February 2011 Slide 11
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bhpbilliton
resourcing the future