BHP Group Limited — Capital/Financing Update 2008

Sep 22, 2008

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ASX Announcement 23 September 2008

THE MAC ANNOUNCES SIGNIFICANT EXPANSION AND A $45 MILLION CAPITAL RAISING

Key Points

• The MAC has reached an agreement with Rio Tinto for the development of a new 300 room village at Gladstone, Queensland

• The MAC has signed a 3 year contract with BMA for 350 rooms at Coppabella

• 500 new rooms planned at Middlemount Village subject to contract finalisation

• The MAC is upgrading its new room roll-out for FY2009 from approximately 1,000 to approximately 1,450

• Proportion of rooms contracted for FY2009 increased to 74% from 66%

• The MAC will raise approximately $45 million via a Placement of approximately 20 million new shares to institutional investors. The Placement will be undertaken via a bookbuild and is fully underwritten

Gladstone Village

The MAC Services Group Limited and Rio Tinto Aluminium Limited have reached an agreement under which The MAC will design, construct and operate a 300 person accommodation village at 149 Stowe Road, Calliope, near Gladstone QLD. The MAC expects the transaction documents will be executed by Rio Tinto shortly.

The accommodation will be utilised to house non-local personnel engaged in the construction of the Yarwun 2 Project.

The village will have many of the design features that The MAC has incorporated into its other villages including high quality ensuited rooms, a central kitchen/dining facility and gymnasium.

The land upon which the village will be constructed is owned by Rio Tinto Aluminium and will be leased to The MAC. Gladstone Regional Council has issued development approval for a temporary facility for three years.

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Bowen Basin Room Expansion

The expansion of existing mines and establishment of a number of new mines in the Bowen Basin has led to increased demand at The MAC’s existing villages located within the Bowen Basin.

The MAC has entered into an agreement with the BHP Billiton Mitsubishi Coal Alliance (“BMA”) for the development of an additional 350 rooms at Coppabella for workers involved in the new Daunia coal mine. The take or pay contract with BMA is for a term of three years with a minimum use of not less than 60% of contracted rooms.

Significant development is also anticipated at our Middlemount Village. This site was acquired in mid-2007 from Anglo Coal and we are planning to have approximately 500 new rooms installed by 30 June 2009 subject to client contract finalisation.

As a result of this increase in demand, The MAC now expects its FY2009 room roll-out in the Bowen Basin to be 1,153 rooms, including the additional 350 rooms at Coppabella.

Increase in FY2009 Room Roll-out Guidance and Contracted Revenue

The increase in planned room roll-outs in the Bowen Basin, along with the new 300 room accommodation village at Gladstone increases The MAC’s total planned new rooms for FY2009 from approximately 1,000 (as indicated at the time of The MAC’s FY2008 results in August) to approximately 1,450. The MAC now expects to have approximately 5,700 rooms by 30 June, 2009, an increase of 34% on the 4,245 rooms at 30 June, 2008.

The addition of client agreements for new rooms when aggregated with the extension or rollover of existing contracts has increased the proportion of rooms contracted for FY2009 to 74% compared to 66% announced with our FY2008 results.

Capital Raising

The MAC intends to undertake a placement of approximately 20 million new shares to institutional investors to raise approximately $45 million (“Placement”). The Placement will be undertaken via a bookbuild and is fully underwritten by Goldman Sachs JBWere and Ord Minnett.

The funds raised from the Placement will be used to initially repay the majority of The MAC’s existing debt and to fund the development of new accommodation villages, including the new accommodation village at Gladstone, and the expansion of existing accommodation villages in the Bowen Basin.

Following the completion of the Placement and prior to the deployment of capital for the construction of the new accommodation village at Gladstone and other room expansions, The MAC will have approximately $100 million in expansion capacity within existing approved debt facilities, providing the Company with significant capacity to continue to expand its operating footprint.

The Placement is expected to be completed on Wednesday, 24 September 2008. The shares issued under the Placement are expected to commence trading on Tuesday, 30 September 2008 and will not be entitled to The MAC’s FY2008 final dividend to be paid in October 2008.

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The impact of the placement and increase in FY2009 room roll-outs is expected to be broadly EPS neutral in FY2009 and accretive in FY2010.

Summary of the Placement

Approximate number of shares to be issued under the Placement 20 million Approximate amount to be raised by the Placement $45 million Approximate total number of shares expected to be on issue 164.7 million following completion of the Placement

In addition to the Placement, The MAC will offer existing shareholders the opportunity to subscribe for up to $5,000 of shares via a Share Purchase Plan (“SPP”). The number of shares to be issued under the SPP will be capped at 1.5 million.[1] The price of shares offered through the SPP will be set at the final price achieved under the institutional bookbuild. The shares issued under the SPP will not be entitled to The MAC’s FY2008 final dividend to be paid in October 2008. Full details of the SPP will be sent to shareholders shortly.

Funds raised from the SPP will be used to further strengthen The MAC’s balance sheet and to fund future developments.

Key SPP Dates[2]

26 September 2008 Record Date to determine eligible shareholders for SPP 2 October 2008 SPP opens 3 November 2008 SPP closes at 4.00pm (Sydney time) 6 November 2008 Allotment of shares to be issued under SPP 13 November 2008 Allotment Notices despatched to shareholders 20 November 2008 Shares expected to commence trading on ASX

For more information, please refer to the Investor Presentation

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For further information on The MAC, visit www.themac.com.au

1 If the total number of shares applied for exceeds 1.5 million, The MAC reserves the right to scale back applications accordingly.

2 Dates and times are indicative only and The MAC reserves the right to vary these dates and times without notice.

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Capital Raising & Investor Update September 2008

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Presented by : KEVIN MALONEY Executive Chairman I MARK MALONEY Chief Operating Officer I RICHARD SAUNDERS Chief Financial Officer 1

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Im ortant Information and Disclaimers p

This presentation has been prepared by, and is the sole responsibility of The MAC Services Group Limited (“ The MAC ”).

The distribution of this presentation in jurisdictions outside Australia may be restricted by law and you should observe any such restrictions . This presentation is not and does not constitute an offer, invitation or recommendation to subscribe for, or purchase any security and neither this presentation nor anything contained in it shall form the basis of any contract or commitment. Nothing in this presentation constitutes investment, legal, tax, financial or other advice.

This presentation does not constitute an offer or invitation in any jurisdiction where, or to any person to whom, such an offer would be unlawful. This presentation is not intended as an offer, invitation, solicitation or recommendation with respect to the purchase or sale of any security in the United States or to any US Persons (as defined in Regulation S under the US Securities Act of 1933, as amended (the “ US Securities Act ”)) or to any person to whom it is unlawful to make such an offer or solicitation. The securities in the offering have not been, and will not be registered under the US Securities Act . Any failure to comply with such restrictions may constitute a violation of applicable securities law . No prospectus will be lodged , and no action has been or will be taken to register or qualify shares of The MAC to retail investors in any jurisdiction and no shares will be offered in any jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer.

Shares are only available under the offering to persons who (a) if they are in Australia, are “sophisticated investors” (as defined in section 708(8) of the Corporations Act 2001 (Cth) (“ Corporations Act ”)) or “professional investors” (as defined in section 708(11) of the Corporations Act) and “wholesale clients” as defined in section 761G of the Corporations Act or who otherwise do not need to be given a disclosure document under Chapter 6D of the Corporations Act to receive an offer of securities, or (b) if they are outside Australia, are a person to whom an invitation or offer to subscribe for securities and any issue of securities is permitted by the laws of the jurisdiction in which they are situated without the need for any registration, lodgement or other formality. By receiving this presentation potential investors acknowledge and agree that they are permitted investors within the foregoing.

Reliance should not be placed on the information or opinions contained in this presentation. This presentation does not take into consideration the investment objectives, financial situation or particular needs of any particular investor. Any decision to purchase or subscribe for securities in The MAC must be made solely on the basis of the information obtained by the investor, and if necessary, after seeking appropriate financial advice.

No representation or warranty , express or implied , is made as to the fairness , accuracy , completeness or correctness of the information , opinions and conclusions contained in this presentation. To the maximum extent permitted by law, The MAC, Goldman Sachs JBWere Pty Limited (“ GSJBW ”), Ord Minnett Limited (“ Ord Minnett ”), and each of their respective, affiliates and related bodies corporate, and each their respective officers, directors, partners, employees and agents (respectively, “ Affiliates ”) disclaim any liability (including, without limitation, any liability arising from fault or negligence) for any loss, whether direct, indirect, consequential or contingent, arising from any use of this presentation (or its content) or otherwise arising in connection with it. The recipient agrees, to the fullest extent permitted by the law, that they shall not seek to sue or to hold GSJBW, Ord Minnett, their respective Affiliates liable in any respect in connection with this presentation.

The MAC ’ s forecasts , opinions , estimates , projections and other forward - looking statements (collectively , “ forecasts ” ) set out in this presentation are based on a number of estimates , assumptions and pro forma adjustments that are subject to business, economic and competitive uncertainties and contingencies, with respect to future business decisions, which are subject to change and, in many cases, are outside the control of The MAC and its directors. The MAC believes that the forecasts have been prepared with due care and attention and consider all best estimate assumptions, when taken as a whole, to be reasonable at the time of preparing this presentation. However, the forecasts presented in this presentation may vary from actual financial results. These variations may be material and, accordingly, neither The MAC nor its directors give any assurance that the forecast performance in the forecasts or any forward-looking statement contained in this presentation will be achieved.

GSJBW and Ord Minnett have been appointed to perform services in connection with the offering of securities in The MAC , and will receive fees , commissions and reimbursement for those services and may have other interests in or relationships with The MAC.

All figures are expressed in Australian dollars unless stated otherwise.

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Gladstone Village Development

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• Agreement reached with Rio Tinto Aluminium and expected to be signed shortly

• New Village on a 50 ha site at Calliope , Gladstone Queensland

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• Design, construction and operation of a 300 guest room Vill age or t f h e construct on i workforce at the Yarwun 2 Project

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• First rooms ex p ected to be read y in Januar y 2009

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• Site leased from Rio Tinto

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Gladstone Region Projects – The Karratha of the East Coast

Projects Announced for the Gladstone Area

• Rio Tinto Yarwun 2 Alumina refinery expansion – US$1.8bn to double production output by 2011

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• CSG to LNG projects – QGC, BG, Santos/Petronas, Origin ConocoPhillips, LNG Ltd, Southern Cross LNG, Gladstone LG

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• Gladstone Pacific Nickel processing plant

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• Port Expansion (Wiggins Coal Terminal)

• Boyne Island Smelters (Rio Tinto)

• Rail line expansion

• Regular maintenance shutdowns / upgrades required for alumina refineries, aluminium smelter, concrete plant and power stations

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• Current announced projects for the Gladstone Region amount to total capital investment ~ –

• of $40bn these projects are at varying stages of approval and planning

• The MAC expects a 10 year construction market

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Existing Village Expansions in Bowen Basin

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• Increased demand at existing Villages across the Bowen Basin as existing mines are expanded and new mines established

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• Now expect FY2009 room roll-outs in the Bowen B as n o e , i t b 1 153

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COPPABELLA

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• 350 rooms for BMA at Coppabella now signed

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• Rooms to be used by workers involved in new BMA Daunia coal mine

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• 3-year take or pay contract with BMA with minimum use of 60% of contracted rooms

• Major development of mines surrounding Coppabella with Vale expanding production at Carborough Downs (new longwall) and Isaac Plains (new dragline)

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Existing Village Expansions in Bowen Basin

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MIDDLEMOUNT

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• Acquired mid-2007 from Anglo Coal

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• Current plans will have approximately 500 new rooms installed by 30 June 2009, subject to contract finalisation

• Most rooms contracted to Anglo Coal

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• Success in Middlemount highlights the key outsourcing theme driving the business

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Contracted Room Profile

• Occupancy levels continue to be very high across all Villages

• Contracts for future occupancy remains strong

• Contracts continue to successfully rollover, with proportion of rooms contracted increasing recently

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Proportion of Rooms Currently Proportion of Rooms Contracted at
Contracted June 30, 2008
FY2009 74% 66%
FY2010 70% 64%
FY2011 51% 45%
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- FY2009 Room Roll Out

� With a number of new contracts, The MAC is increasing its expected FY2009 room roll-out ~ ~ increases from 1 , 000 to 1 , 450

	Site	Existing Rooms June 2008	2009 Expansion	Current Status	Further Potential Expansion
	Coppabella QLD	1,168	537	Progressive delivery from October 2008	517
				to March 2009
	Dysart QLD	1,365	144	Planned completion by 31 December 2008	688
	GladstoneQLD	-	300	ProgressivedeliveryfromJanuary2009	50hectares
	Middlemount QLD	124	472	Progressive delivery to June 2009	311
	R b D ox y owns	-	-	C t t ti ti DA l d d on rac nego a ons – o ge	12 h t ec ares
	Karratha	-	-	Contract negotiations – DA lodged	1,430
	Nebo	467	-	DA in progress for approx 100 rooms	472
	Moranbah	889	-	Preliminary planning / costing	300
	Kambalda	232	-	Rezoning approved by Council – awaiting Ministerial consent	482
	Total	4,245	1,453		~~8~~

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Strong Pipeline and Growing National Footprint

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• Strong national presence in significant expanding mining areas

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• Process of approvals and contractual negotiations at Karratha are progressing – no rooms i nc u l d e d i n FY2009 b u d ge t

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• Negotiations with BHP Billiton regarding an initial 500-room Village development at Roxby Downs continue – no rooms included in FY2009 budget

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• Land bank continues to grow at key mining areas with o p tions or freehold title over additional sites

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• Wandoan in Surat Basin a key site

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• Discussions underway regarding a range of further expansion opportunities in key mining regions

• L ong- t erm grow th p pe i li ne n p ace i l

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Business Model Focused & Sustainable

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• Pure play provider of accommodation and related services

• Mine operation and maintenance focused, very little construction

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• Long life, low-cost mines, mostly b u lk commo di t es i

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• Contracted blue chip clients, leading to p redictable revenue

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• Very return focused - ROE of 24.3% achieved in FY2008

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Financial Performance On Track

• Room occupancy exceptionally strong for July and August

• Very strong forward occupancy bookings and enquiries

• New rooms predominantly contracted to Anglo Coal , BMA and Rio Tinto

• Further key client development and outsourcing success anticipated

• Current capital raising and increasing free cashflow from existing operations provides sufficient funds for foreseeable future growth projects

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• Outlook Future Growth Drivers

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• Continue to see an increased level of demand in the Bowen Basin with strong forward bookings and a number of potential contracts currently being negotiated

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• Lon g -term commodit y demand remains buo y ant , supporting investment in existing and new mines

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• Outsourcing remains a strong trend in the mining sector with increasing focus on core competencies

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• Development of significant relationships with key clients

• Labour supply remains tight and high quality accommodation is very important for staff attraction

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• Continued roll-out of additional service offerings at Villages, including retail and taverns

• Revenue diversification through the roll-out of announced new projects in Gladstone , Karratha and Roxb y Downs

• Robust pipeline of development opportunities supporting long-term growth

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– Capital Raising Overview

• ~$45 million capital raising via a fully underwritten placement of 20 million shares to institutional investors

• Placement price to be set via book build

• Shares issued will not participate in the FY2008 final dividend

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• Offer fully underwritten by Goldman Sachs JBWere and Ord Minnett

• Existing shareholders able to acquire up to $5,000 of shares at the placement price via an SPP

• SPP to be capped at 1.5 million shares

Use of proceeds

• Repay existing debt initially

• Fund new developments

• Up to $100 million in debt capacity within existing debt facilities

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• Development of announced stages at Gladstone , Karratha and Roxby Downs and expansion of existing Villages as contracts agreed

• The Company was comfortable with FY2009 consensus EPS forecasts prior to the capital raising

• The impact of the upgraded room expansions and capital raising is expected to be broadly EPS neutral in FY2009 and EPS accretive in FY2010

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Questions
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