Rio Tinto Finance (USA) Limited Announces Results of Cash Tender Offer for 5.875% Notes Due 2013 and Prices US$2 Billion of Fixed Rate Bonds

Tender Offer

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Oct 28, 2010, 06:03 ET

NEW YORK, Oct. 28 /PRNewswire/ -- Rio Tinto Finance (USA) Limited (the "Company") announced today the results of its cash tender offer (the "Tender Offer") for any and all of the outstanding 5.875% Notes due 15 July 2013 issued by it and guaranteed by Rio Tinto plc and Rio Tinto Limited (the "Notes"), of which US$2.5 billion in aggregate principal amount is outstanding. The Notes are listed on the New York Stock Exchange.

Approximately US$1,913 million in aggregate principal amount of the Notes were validly tendered in the Tender Offer, representing 76% of the outstanding Notes. The Company has accepted for purchase all of the Notes validly tendered and not validly withdrawn in respect of the Tender Offer. The Company expects settlement for the purchase of accepted Notes to occur on 2 November 2010 (the "Settlement Date").

At 2:00 p.m., New York City Time, on 26 October 2010, the Dealer Managers (as defined below) calculated the Tender Consideration in the manner described in the Offer to Purchase dated 20 October 2010 (the "Offer to Purchase"). The Tender Consideration for each US$1,000 principal amount of Notes validly tendered and accepted for purchase pursuant to the Tender Offer is US$1,131.97.

The amount to be paid on the Settlement Date to holders of Notes accepted for purchase in the Tender Offer will include the Tender Consideration plus accrued and unpaid interest on the Notes accepted for purchase in the Tender Offer from the last interest payment date in respect of the Notes to, but excluding, the Settlement Date. Following the settlement of the Tender Offer, approximately US$587 million aggregate principal amount of the Notes will remain outstanding.

The Tender Offer, which launched on 20 October 2010 and expired at 9:00 a.m., New York City Time, on 28 October 2010, was made upon the terms and subject to the conditions set forth in, and should be read in conjunction with, the Offer to Purchase. Morgan Stanley & Co. Incorporated served as Global Coordinator and Lead Dealer Manager for the Tender Offer and Credit Suisse Securities (USA) LLC, BNP Paribas Securities Corp., Credit Agricole Securities (USA) Inc. and HSBC Securities (USA) Inc. served as Lead Dealer Managers for the Tender Offer. D.F. King & Co., Inc. acted as Depositary and Information Agent for the Tender Offer.

Issue of Bonds

Rio Tinto also priced US$500 million of 5-year, US$1 billion of 10-year and US$500 million of 30-year SEC-registered securities. The bonds were issued by Rio Tinto Finance (USA) Limited and are fully and unconditionally guaranteed by Rio Tinto plc and Rio Tinto Limited.

The 5-year notes pay a coupon of 1.875% and will mature on 2 November 2015.

The 10-year notes pay a coupon of 3.500% and will mature on 2 November 2020.

The 30-year notes pay a coupon of 5.200% and will mature on 2 November 2040.

Morgan Stanley & Co. Incorporated acted as Global Coordinator and Joint Bookrunner and Credit Suisse Securities (USA), Barclays Capital Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc. and HSBC Securities (USA) Inc. acted as Joint Bookrunners for the bond offering.

A copy of the prospectus relating to the offering of the fixed rate bonds can be obtained from the Company at the registered address above, any underwriter or any dealer participating in the offering (Morgan Stanley & Co. Incorporated, toll-free 1-866-718-1649, Credit Suisse Securities (USA) LLC, toll-free 1-800-221-1037, Barclays Capital Inc., toll-free 1-888-603-5847, BNP Paribas Securities Corp., toll-free 1-800-854-5674, Citigroup Global Markets Inc., toll-free 1-877-858-5407, Credit Agricole Securities (USA) Inc., toll-free 1-866-807-6030 and HSBC Securities (USA) Inc., toll-free 1-866-811-8049).

About Rio Tinto

Rio Tinto is a leading international mining group headquartered in the UK, combining Rio Tinto plc, a London and NYSE listed company, and Rio Tinto Limited, which is listed on the Australian Securities Exchange.

Rio Tinto's business is finding, mining, and processing mineral resources. Major products are aluminium, copper, diamonds, energy (coal and uranium), gold, industrial minerals (borax, titanium dioxide, salt, talc) and iron ore. Activities span the world but are strongly represented in Australia and North America with significant businesses in South America, Asia, Europe and southern Africa.

Website: www.riotinto.com

SOURCE Rio Tinto