BHPLF BHP Billiton Ltd (PK)

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

19 February 2025

BHP GROUP LIMITED

(ABN 49 004 028 077)

(Exact name of Registrant as specified in its charter)

VICTORIA, AUSTRALIA

(Jurisdiction of incorporation or organisation)

171 COLLINS STREET, MELBOURNE,

VICTORIA 3000 AUSTRALIA

(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: 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 ☐ No ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a

Exchange release

19 February 2025

BHP Prices US Bond Offer

BHP Group Limited (BHP) has conducted a bond offer and successfully priced US$3.0 billion of senior unsecured bonds in the US market.

The bonds will be issued by BHP Billiton Finance (USA) Limited, a wholly owned subsidiary of BHP, and will be issued under BHP’s US debt registration statement, which was filed with the US Securities and Exchange Commission on 22 February 2023. The bonds will be guaranteed by BHP. 

The bond offer comprises three tranches of bonds. The principal amount, tenor and coupon for each tranche of bonds are:

BHP intends to use the proceeds from the bonds for general corporate purposes.

Settlement of the bonds is expected to occur on 21 February 2025, subject to customary closing conditions.

This announcement is not an offer to sell or the solicitation of an offer to buy securities. The offer is being made pursuant to an effective shelf registration statement filed with the U.S. Securities and Exchange Commission (“SEC”). The offer is being made only by means of a prospectus and related prospectus supplement. The prospectus and related preliminary prospectus supplement may be obtained by visiting the SEC’s website at www.sec.gov. Alternatively, you may request these documents by contacting Barclays Capital Inc. by telephone at +1 (888) 603-5847, BofA Securities, Inc. by telephone at +1 (800) 294-1322, Mizuho Securities USA LLC by telephone at +1 (866) 271-7403, Santander US Capital Markets LLC by telephone at +1 (855) 403-3636, or SMBC Nikko Securities America, Inc. by email at prospectus@smbcnikko-si.com.

No offer to sell, invitation or the solicitation of an offer to purchase, or invitation to purchase these securities will be made, nor shall any sale of these securities be made, in any jurisdiction in which such offer, invitation, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Authorised for release by Stefanie Wilkinson, Group General Counsel and Group Company Secretary.

Contacts

BHP Group Limited

ABN 49 004 028 077

LEI WZE1WSENV6JSZFK0JC28

Registered in Australia

Level 18, 171 Collins Street

Melbourne

Victoria 3000 Australia

Tel: +61 1300 55 4757 Fax: +61 3 9609 3015

BHP Group is headquartered in Australia

bhp.com

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.