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

September 5, 2018

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

NEWS RELEASE

Copper Update – Agreement with Guyana Goldfields Inc

BHP has entered into an agreement with Guyana Goldfields Inc. (Guyana) to acquire its 6.1 per cent interest in SolGold Plc (SolGold), the majority owner and operator of the Cascabel porphyry copper-gold project in Ecuador.

BHP Chief Executive Officer, Andrew Mackenzie, said the investment in SolGold would give BHP exposure to a high quality copper exploration project in Ecuador, which is a highly prospective location for BHP.

“Consistent with our positive long-term outlook, copper is a key exploration focus for BHP as we seek to replenish our resource base and grow this important business.”

Under the terms of the agreement with Guyana, BHP will acquire 103.1 million shares in SolGold. SolGold is listed on the London Stock Exchange (LSE) and the Toronto Stock Exchange.

The purchase price payable by BHP is 26.592 pence per SolGold share, representing a 20 per cent premium to the 20 day volume-weighted average LSE price of 22.16 pence per share as determined on 4 September 2018.

Further information on BHP can be found at bhp.com

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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.