GPS Energy – Ryowa's interest in Gladstone Power Station Joint Venture

WA-35027

GPS Energy Pty Limited (**GPS Energy**), a wholly owned indirect subsidiary of Rio Tinto Aluminium (Holdings) Limited (**RTAHL**), proposes to acquire the 7.125% minority interest held by Ryowa II GPS Pty. Limited (**Ryowa**) in the Gladstone Power Station Joint Venture (**GPS JV**). The GPS JV is an unincorporated joint venture that owns and operates the Gladstone Power Station (**GPS**), a coal-fired power station located in Gladstone, Queensland. The GPS generates electricity that is primarily supplied to Boyne Island Aluminium Smelter (**Smelter**), as well as the National Electricity Market via its market facing participant, CS Energy Limited, a Queensland government owned corporation. The GPS JV currently has 7 participants: * GPS Energy (22.125%), * GPS Power Pty. Limited (20.00%) (also a wholly owned subsidiary of RTAHL), * Sunshine State Power B.V. (20.00%), * Sunshine State Power (No. 2) B.V. (17.50%), * Southern Cross GPS Pty Ltd (8.50%), * Ryowa (7.125%), and * YKK GPS (Queensland) Pty Ltd (4.75%). Following completion of the Acquisition, GPS Energy's interest in the GPS JV will increase from 22.125% to 29.250% (and RTAHL's overall interest will increase from 42.125% to 49.250%), and Ryowa will cease to be a participant in the GPS JV. The remaining participants and their respective interests in the GPS JV will be unchanged. Rio Tinto Aluminium Limited (**RTAL**) is a wholly owned subsidiary of RTAHL and holds a majority interest in Boyne Smelters Limited (**BSL**), the incorporated joint venture that owns and operates the Smelter. RTAL and RTAHL are subsidiaries of Rio Tinto Limited.