REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 |
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission file number: |
(ABN 49 004 028 077) |
(Exact name of registrant as specified in its charter) |
VICTORIA, STRALIA |
(Jurisdiction of incorporation or organisation) |
VICTORIA STRALIA (Address of principal executive offices) |
BHP GROUP LIMITED RALIA TELEPHONE AUSTRALIA 1300 55 47 57TELEPHONE INTERNATIONAL + FACSIMILE + (Name, telephone, email and/or facsimile number and address of company contact person) |
Title of each class |
Trading symbol(s) |
Name of each exchange on which registered | ||
* | Evidenced by American Depositary Receipts. Each American Depositary Receipt represents two ordinary shares of BHP Group Limited. |
** | Not for trading, but only in connection with the listing of the American Depositary Shares. |
BHP Group Limited | ||
Fully Paid Ordinary Shares |
☒ | Accelerated filer | ☐ | ||||
Non-accelerated filer | ☐ | Emerging growth company |
U.S. GAAP ☐ |
Other ☐ |
1 |
References in this Annual Report to a ‘joint venture’ are used for convenience to collectively describe assets that are not wholly owned by BHP. Such references are not intended to characterise the legal relationship between the owners of the asset. |
Item Number |
Description |
Report section reference | ||||
1. |
Identity of Directors, Senior Management and Advisors |
Not applicable | ||||
2. |
Offer Statistics and Expected Timetable |
Not applicable | ||||
3. |
Key Information |
|||||
A | [Reserved] | — | ||||
B | Capitalization and indebtedness | Not applicable | ||||
C | Reasons for the offer and use of proceeds | Not applicable | ||||
D | Risk factors | 9.1 | ||||
4. |
Information on the Company |
|||||
A | History and development of the company | Cover page, Company details, Chair’s review, Chief Executive Officer’s review, Operating and Financial Review 1 to 10, Additional information 2, 4 to 9.4 | ||||
B | Business overview | Operating and Financial Review 1 to 5, 10, Additional information 2, 4 to 8, 9.3, 9.8 and Note 1 to the Financial Statements | ||||
C | Organizational structure | Additional information 9.3 and Note 28 to the Financial Statements | ||||
D | Property, plants and equipment | Operating and Financial Review 3, 5.1, 5.2, 7 to 10, Additional information 2, 4 to 6 and Notes 11, 15 and 21 to the Financial Statements | ||||
4A. |
Unresolved Staff Comments |
None | ||||
5. |
Operating and Financial Review and Prospects |
|||||
A | Operating results | Operating and Financial Review 4, 10, Additional information 9.8 | ||||
B | Liquidity and capital resources | Operating and Financial Review 4, Financial Statements 1.4, Notes 11, 20 to 23 and 37 to the Financial Statements | ||||
C | Research and development, patents and licenses, etc. | Operating and Financial Review 3, 5 to 10, Directors’ Report 10, Additional information 2, 5, 6 and Notes 11 and 15 to the Financial Statements | ||||
D | Trend information | Chair’s review, Chief Executive Officer’s review, Operating and Financial Review 1 to 5, 7, 9, 10, Additional information 2, 4 to 7 | ||||
E | Critical Accounting Estimates | IFRS is applied in the Financial Statements as issued by the IASB | ||||
6. |
Directors, Senior Management and Employees |
|||||
A | Directors and senior management | Governance 4.1, 6.1, Directors’ Report 2.1 | ||||
B | Compensation | Remuneration Report | ||||
C | Board practices | Governance 4.1, 4.6, 5.2, 5.4, Remuneration Report | ||||
D | Employees | Operating and Financial Review 6, Additional information 7 | ||||
E | Share ownership | Remuneration Report, Directors’ Report 3, 4 and Notes 16, 17 and 25 to the Financial Statements | ||||
7. |
Major Shareholders and Related Party Transactions |
|||||
A | Major shareholders | Additional information 9.5 | ||||
B | Related party transactions | Remuneration Report and Notes 24 and 31 to the Financial Statements | ||||
C | Interests of experts and counsel | Not applicable | ||||
8. |
Financial Information |
|||||
A | Consolidated Statements and Other Financial Information | Operating and Financial Review 8, Additional information 8, 9.6, Financial Statements beginning on page F-1 in this Annual Report and Financial Statements 1A | ||||
B | Significant Changes | Note 33 to the Financial Statements | ||||
9. |
The Offer and Listing |
|||||
A | Offer and listing details | Additional information 9.2 | ||||
B | Plan of distribution | Not applicable | ||||
C | Markets | Additional information 9.2 | ||||
D | Selling shareholders | Not applicable | ||||
E | Dilution | Not applicable | ||||
F | Expenses of the issue | Not applicable | ||||
10. |
Additional Information |
|||||
A | Share capital | Not applicable | ||||
B | Memorandum and articles of association | Additional information 9.3, 9.4 | ||||
C | Material contracts | Not applicable | ||||
D | Exchange controls | Additional information 9.8 | ||||
E | Taxation | Additional information 9.9 | ||||
F | Dividends and paying agents | Not applicable | ||||
G | Statement by experts | Not applicable | ||||
H | Documents on display | Additional information 9.4 | ||||
I | Subsidiary information | Note 28 to the Financial Statements and Exhibit 8.1 | ||||
11. |
Quantitative and Qualitative Disclosures About Market Risk |
Note 23 to the Financial Statements | ||||
12. |
Description of Securities Other than Equity Securities |
|||||
A | Debt Securities | Not applicable | ||||
B | Warrants and Rights | Not applicable | ||||
C | Other Securities | Not applicable | ||||
D | American Depositary Shares | Additional information 9.7 and Exhibit 2.1 | ||||
13. |
Defaults, Dividend Arrearages and Delinquencies |
There have been no defaults, dividend arrearages or delinquencies | ||||
14. |
Material Modifications to the Rights of Security Holders and Use of Proceeds |
|||||
A | Additional information 9.3, 9.4 and Exhibits 1.1 and 2.1 | |||||
B | Not applicable | |||||
C | Not applicable | |||||
D | Not applicable | |||||
E | Not applicable | |||||
15. |
Controls and Procedures |
Governance 7.2 and Financial Statements 1A | ||||
16A. |
Audit committee financial expert |
Governance 5.2 | ||||
16B. |
Code of Ethics |
Governance 8.1 | ||||
16C. |
Principal Accountant Fees and Services |
Governance 7.2 and Note 34 to the Financial Statements | ||||
16D. |
Exemptions from the Listing Standards for Audit Committees |
Not applicable | ||||
16E. |
Purchases of Equity Securities by the Issuer and Affiliated Purchasers |
Directors’ Report 3 | ||||
16F. |
Change in Registrant’s Certifying Accountant |
Not applicable | ||||
16G. |
Corporate Governance |
Governance | ||||
16H. |
Mine Safety Disclosure |
Not applicable | ||||
16I. |
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections |
Not applicable | ||||
17. |
Financial Statements |
Not applicable | ||||
18. |
Financial Statements |
Financial Statements begin on page F-1 in this Annual Report | ||||
19. |
Exhibits |
Exhibits |
• | Our people start each day with a sense of purpose and end the day with a sense of accomplishment. |
• | Our teams are inclusive and diverse. |
• | Our communities, customers and suppliers value their relationships with us and are better off for our presence. |
• | Our asset portfolio is world class and sustainably developed. |
• | Our operational discipline and financial strength enables our future growth. |
• | Our shareholders receive a superior return on their investment. |
• | Our commodities support continued economic growth and decarbonisation. |
1 | ||||||
2 | ||||||
1 | Our business | 3 | ||||
2 | Delivering value | 5 | ||||
2.1 | Our business model | 5 | ||||
2.2 | How we create and grow value | 7 | ||||
3 | Positioning for the future | 13 | ||||
4 | Financial review | 16 | ||||
4.1 | Group overview | 16 | ||||
4.2 | Key performance indicators | 17 | ||||
4.3 | Financial results | 19 | ||||
4.4 | Debt and sources of liquidity | 22 | ||||
5 | Our assets | 25 | ||||
5.1 | Minerals Australia | 25 | ||||
5.2 | Minerals Americas | 30 | ||||
5.3 | Commercial | 34 | ||||
6 | People and culture | 35 | ||||
7 | Sustainability | 40 | ||||
7.1 | Our sustainability approach | 40 | ||||
7.2 | Our material sustainability issues | 42 | ||||
7.3 | Our sustainability performance: Non-financial key performance indicators | 43 | ||||
7.4 | Safety | 45 | ||||
7.5 | Sexual harassment | 47 | ||||
7.6 | Health | 50 | ||||
7.7 | Ethics and business conduct | 54 | ||||
7.8 | Climate change | 56 | ||||
7.9 | Value chain sustainability | 68 | ||||
7.10 | Community | 70 | ||||
7.11 | Human rights | 72 |
5 | Board Committees | 133 | ||||
5.1 | Nomination and Governance Committee | 133 | ||||
5.2 | Risk and Audit Committee | 134 | ||||
5.3 | Sustainability Committee | 135 | ||||
5.4 | Remuneration Committee | 136 | ||||
6 | Management | 137 | ||||
6.1 | Executive Leadership Team | 137 | ||||
6.2 | Senior management succession | 138 | ||||
6.3 | Performance evaluation of executives | 138 | ||||
7 | Risk management and assurance | 138 | ||||
7.1 | Risk management governance structure | 138 | ||||
7.2 | External audit and financial reporting | 139 | ||||
8 | Culture and conduct | 141 | ||||
8.1 | Our Code of Conduct and Our Charter | 141 | ||||
8.2 | Culture | 141 | ||||
8.3 | BHP’s EthicsPoint | 141 | ||||
8.4 | Diversity | 141 | ||||
9 | Shareholder and stakeholder engagement | 142 | ||||
10 | Market disclosure | 143 | ||||
11 | US requirements | 143 | ||||
1 | Review of operations, principal activities and state of affairs | 144 | ||||
2 | Directors | 144 | ||||
2.1 | Biographical details | 144 | ||||
2.2 | Director attendances at meetings | 145 | ||||
3 | Share capital and buy-back programs | 146 | ||||
4 | Share interests | 146 | ||||
5 | Secretaries | 147 | ||||
6 | Indemnities and insurance | 147 | ||||
7 | Dividends | 148 | ||||
8 | Auditors | 148 | ||||
9 | Non-audit services | 148 |
1 | Financial information summary | 173 | ||||
2 | Information on mining operations | 174 | ||||
3 | Financial information by commodity | 193 | ||||
4 | Production | 196 | ||||
5 | Mineral resources and mineral reserves | 198 | ||||
6 | Major projects | 224 | ||||
7 | People – performance data | 225 | ||||
8 | Legal proceedings | 226 | ||||
9 |
231 | |||||
9.1 | History and development | 231 | ||||
9.2 | Markets | 231 | ||||
9.3 | Organisational structure | 231 | ||||
9.4 | Constitution | 232 | ||||
9.5 | Share ownership | 236 | ||||
9.6 | Dividends | 238 | ||||
9.7 | American Depositary Receipts fees and charges | 238 | ||||
9.8 | Government regulations | 239 | ||||
9.9 | Taxation | 242 | ||||
10 | Glossary | 247 | ||||
263 |
• | unified our dual listed company structure under a single parent company listed on the Australian Securities Exchange |
• | merged our Petroleum business with Woodside to create a top 10 energy provider and provide shareholders with further choice as to their exposure to oil and gas |
• | simplified the coal portfolio through the sale of our interests in Cerrej ó |
• | approved an investment of US$5.7 billion in our Jansen Potash Project in Canada, marking BHP’s entry into a new commodity which provides shareholders with exposure to the growing population megatrend |
• | We are committed to continuous improvement and we strive to operate more reliably and productively than our competitors. Being the best operator will help us safely generate better return on capital employed and outcompete others for new opportunities. |
• | We have delivered strong and consistent results and returns through our portfolio and operating discipline. We achieved net operating cashflow on a Total operations basis of US$32.2 billion in FY2022, above US$15 billion for the sixth consecutive year. |
• | We believe our focus on social value will lead to us being the partner of choice with communities, governments, suppliers, and customers. We seek respectful, mutually beneficial relationships with the communities where we operate and the suppliers, customers and governments we interact with. Our experience has been that engaging with those around us creates optionality, stronger relationships and access to more diverse thinking. It helps us be more creative and to find different ways to problem solve. It also means we are better able to see things coming towards us and can act pre-emptively. Aligning strongly with partners can prevent issues or delays with projects and, if issues do arise, means we are better able to collectively work on solutions. |
• | We assess and rank decarbonisation projects across our operated assets through our Capital Allocation Framework (CAF). During FY2022, we integrated our 1.5°C Paris-aligned scenario into our strategy and capital allocation process, helping to ensure our capital expenditure plans are not misaligned with the Paris Agreement’s aim to pursue efforts to limit global warming to 1.5°C. |
• | We recruit and retain the best people and empower them to run our operations safely and productively. We promote an inclusive and diverse environment where safety and wellbeing are the highest priorities, invest in development programs to build capability and improve performance and offer competitive remuneration. We invest in technology to manage risk, streamline processes and improve productivity. |
• | The combination of our people, strategy and operational systems will help us to outperform our competitors and attract a lower cost of capital, while our CAF helps us make better use of this capital. |
• | We remain on track to achieve our aspirational goal for a gender-balanced employee workforce globally by FY2025 . |
• | We made progress during FY2022 against targets for increased Indigenous employment in our Minerals Australia operations, Minerals Americas operations in Chile and our Jansen Potash Project in Canada. |
1 |
Based on published C1 unit costs of major iron ore producers. There may be differences in the manner that third parties calculate or report unit costs data compared to BHP, which means that third-party data may not be comparable to our data. |
2 |
For more information refer to OFR 7.8. |
3 |
Based on ownership interest. Peers include: Anglo American, Antofagasta, Codelco, First Quantum Minerals, Freeport, Glencore, Rio Tinto, Southern Copper and Teck. Source peers: Wood Mackenzie Ltd, Q1 2022. |
4 |
Based on ownership interest. Source peers: MinEx Consulting. |
• | Serve our customers |
• | Pursue operating perfection |
• | Empower our people |
• | maintain safe, predictable and productive operations |
• | drive productivity improvements, with an emphasis on automation and real-time, data-driven insights and decision-making |
• | help drive inclusion and diversity by providing greater opportunities for roles that were traditionally labour intensive |
• | unlock the next stage of value growth at BHP, from realising greater margins at our existing operations to finding new assets |
• | improve sustainability outcomes through innovation |
• | We continued to automate our global trucking fleets. At South Flank we began to automate our fleet of 41 Komatsu haul trucks in the June 2022 quarter, with the program expected to be completed within 18 months. We continued deployment at Goonyella Riverside (expected to be completed by the end of December 2022) and completed the rollout at Daunia. We also commenced autonomous drilling at Spence. We expect to commence the rollout of automated trucks at Spence in FY2023. |
• | We began testing two automated shiploaders at the Port Hedland export facility in Western Australia. In what we believe is a world first, 3D laser scan technology has been used in the A$50 million project. We intend to fully automate eight shiploaders by FY2024. The project is expected to enable an increase in production of more than 1 million tonnes of iron ore each year through greater precision, reduced spillage, faster load times and equipment optimisation. |
• | Our in-house Grade Adjustment Model has been introduced at multiple WAIO sites and is expected to enable a US$22.8 million annual revenue uplift at WAIO. The model uses machine learning to target a reduction in iron ore grade variability across the supply chain. It uses data sources that capture movements of ore to map the iron ore grade coming from the mine to the iron grade shipped at port. |
• | Through our Maintenance and Engineering Centre of Excellence, we continued the rollout of our Total Equipment Strategies (TES), which were initially applied to our mobile fleets and have been extended to our fixed plant. These strategies use mathematical analysis of breakdowns, maintenance patterns and original equipment manufacturer recommendations to recalibrate our maintenance programs to increase availability and reliability, and reduce maintenance costs and inventory values. For example, at our Newman iron ore operation in Western Australia, the mobile TES project for CAT 6060 excavators helped to extend the average equipment life by 40 per cent and delivered an availability uplift of 2 per cent. The outcome is 3.5 years of extra life which has helped to achieve capital productivity by deferral of US$120 million of capital expenditure over five years. |
• | We have set GHG emissions reduction targets and goals (that are described in OFR 7.8) and our Climate Transition Action Plan 2021 (CTAP) received majority approval from shareholders in the ‘Say on Climate’ advisory vote at our 2021 Annual General Meetings. |
• | We are working to create nature-positive 4 outcomes through the new goal we have set to have at least 30 per cent of the land and water we steward under conservation, restoration or regenerative practices by 2030. For more information refer to 2030 social value scorecard below and OFR 7.15. |
• | We are working to transition our operations to renewable electricity. For more information, refer to OFR 5.1 and 7.8. |
• | We are working with suppliers to drive innovation by participating in initiatives such as Komatsu’s GHG Alliance, which aims to develop commercially viable zero-GHG emissions haul trucks. For more information refer to OFR 7.8. |
• | Our spend with Indigenous businesses increased by 75 per cent to US$149.9 million in FY2022 and the number of Indigenous vendors engaged rose by 53 per cent to 148. WAIO announced its intention to more than double its spend with Indigenous vendors to more than US$300 million by the end of FY2024. For more information refer to OFR 7.13. |
• | We completed our most recent five-year sustainability targets in FY2022. Highlights included three years fatality-free, a reduction in the total number of workers exposed to our most material occupational exposures by 68 per cent, social investment of US$681.4 million over five years and a 29 per cent reduction in freshwater withdrawal volumes from our adjusted FY2017 baseline. For more information refer to OFR 7.3 and 7.8. |
• | Our Chilean operations Escondida and Spence, and Olympic Dam in Australia were awarded the Copper Mark during FY2022 recognising responsible production practices. For more information on our social value performance refer to OFR 7. |
• | This includes 27 billion tonnes of ore at an average grade of 0.52 per cent at Escondida, where we are targeting an annual average of 1.2 million tonnes (Mt) of copper production over the medium term, a 20 per cent increase on Escondida’s FY2022 production of 1 Mt. |
• | On the basis that tailings storage facility anomalies are resolved, production at Spence is expected to reach and average approximately 270 kilotonnes per annum (ktpa) of production for four years (including cathodes) following the completion of Spence Growth Option (SGO) plant modifications. This will be supported by capital expenditure of approximately US$100 million, which is planned for the SGO plant modifications and these are currently planned to be completed in CY2023, with further studies ongoing for additional capacity uplift. |
• | At Olympic Dam, we have improved operating stability over time. Smelter operations have been strong following our planned major smelter maintenance, completed in January 2022. The next major rebuild is not expected for six years. |
• | Our nickel sulphate plant at Nickel West delivered first crystals in October 2021, allowing us to add further value to our nickel production. We intend to capitalise on the expected ongoing global demand for nickel for the electric vehicle industry, as the method we use to produce nickel sulphate results in a product we believe is ideal for battery production. |
• | We continue to explore ways to increase the scale of Nickel West. |
• | We have secured an increase to our WAIO iron ore environmental licence to expand port operations up to 330 million tonnes per annum (Mtpa) subject to the outcomes of a standard appeals process. |
• | The ramp up of WAIO’s US$3.6 billion South Flank mine is ahead of schedule and we have revised our medium term production guidance to more than 300 Mtpa. We are assessing expansion alternatives to take us toward 330 Mtpa of production. |
1 |
Based on ownership interest. Peers include: Anglo American, Antofagasta, Codelco, First Quantum Minerals, Freeport, Glencore, Rio Tinto, Southern Copper, and Teck. Source peers: Wood Mackenzie Ltd, Q1 2022. |
2 |
Based on ownership interest. Source peers: MinEx Consulting. |
Year ended 30 June |
2022 US$M |
2021 US$M |
2020 US$M |
|||||||||
Greenfield exploration |
77 |
54 | 44 | |||||||||
Resources assessment |
179 |
138 | 132 | |||||||||
|
|
|
|
|
|
|||||||
Total metals exploration and assessment |
256 |
192 | 176 | |||||||||
|
|
|
|
|
|
Year ended 30 June |
2022 US$M |
2021 US$M |
2020 US$M |
|||||||||
Exploration expense |
||||||||||||
Copper |
85 |
53 | 54 | |||||||||
Iron Ore |
54 |
55 | 47 | |||||||||
Coal |
6 |
7 | 9 | |||||||||
Group and unallocated items 1 |
54 |
19 | 13 | |||||||||
|
|
|
|
|
|
|||||||
Total Group |
199 |
134 | 123 | |||||||||
|
|
|
|
|
|
1 |
Group and unallocated items includes functions, other unallocated operations, including Potash, Nickel West and legacy assets (previously disclosed as closed mines in the Petroleum reportable segment), and consolidation adjustments. |
Year ended 30 June US$M |
2022 |
2021 | ||||||
Consolidated Income Statement (Financial Statements 1.1) |
||||||||
Revenue 1 |
65,098 |
56,921 | ||||||
Profit/(loss) after taxation from Continuing operations 1 |
22,400 |
13,676 | ||||||
Profit/(loss) after taxation from Continuing and Discontinued operations attributable to BHP shareholders |
30,900 |
11,304 | ||||||
Dividends per ordinary share – paid during the period (US cents) |
350.0 |
156.0 | ||||||
Dividends per ordinary share – determined in respect of the period (US cents) |
325.0 |
301.0 | ||||||
In specie dividend on merger of Petroleum with Woodside (US cents) |
386.4 |
– | ||||||
Basic earnings/(loss) per ordinary share (US cents) |
610.6 |
223.5 | ||||||
Consolidated Balance Sheet (Financial Statements 1.3) |
||||||||
Total assets |
95,166 |
108,927 | ||||||
Net assets |
48,766 |
55,605 | ||||||
Consolidated Cash Flow Statement (Financial Statements 1.4) |
||||||||
Net operating cash flows |
32,174 |
27,234 | ||||||
Capital and exploration expenditure 2 |
7,545 |
7,120 | ||||||
Other financial information (OFR 11) |
||||||||
Net debt |
333 |
4,121 | ||||||
Underlying attributable profit |
23,815 |
17,077 | ||||||
Underlying attributable profit – Continuing operations 1 |
21,319 |
16,985 | ||||||