I

Update for employee shareholdersMay 2012

Glencore and the proposed MoE with Xstrata June 2012

I 1

March roadshow addressed Glencore’s key investment highlights

4. Merger will create a global resources company wi th a unique business model and diversification and material scale� Enhanced scale and diversification

� Full integration along the value chain

� Accelerated and more capital efficient volume growth from combined project portfolio

� Enhanced financial flexibility

� Removal of strategic constraints

3. Current share price offers major value upside

� Strongest and most capital efficient volume growth in sector (marketing and industrial)

� Marketing activities are an attractive value proposition

� Material hidden value on balance sheet

1. Highly capital efficient business model

� Mining capex efficiency best in sector

� Marketing is a capital efficient business that has a strong track record of delivering high ROE

2. Opportunity to co-invest alongside management wi th strongest value creation track record in the sec tor

� Like for like equity value of less than $1bn in 1994 grown to $50bn currently

� Proven track-record of value creation in Marketing (leading market positions) and Industrial Activities (eg, Katanga, Kazzinc and Prodeco)

� Identified next wave of value creation opportunities in Industrial Activities (eg, South African Coal, E&P portfolio and Mutanda/Kansuki)

� Ambitions remain underpinned by c45% equity ownership of top management

I

Additional Glencore topics addressed today

2. Capital allocation

� Glencore has a strong track-record of returning capital to shareholders

� Cumulatively, 2002-2011, Glencore returned $6.0bn, 26% of total capital to equity holders despite being a private company

– vs. 21% for the FTSE 350 Mining index over the same period (17% excluding BHP)

3. Growth

� Strong track-record of growth in Marketing profits

� Substantial organic growth in Industrial from low-risk/cost brownfield operations

� Efficient, flexible and disciplined capital expenditure

� Global reserves are, and global production will be, overwhelmingly located in the developing world

1. Gearing and cash flow

� Strong track record of free cash flow generation to equity holders…

� …Reflected in consistently solid credit profile across the cycle

� Conservative funding structure

2

4. Merger Update

� Benefits increasingly recognised

� Votes 11th and 12th July

� Q3 2012 completion

I 3

1. Gearing and cash flow generation

I

0.0

1.0

2.0

3.0

4.0

5.0

6.0

7.0

8.0

9.0

BB

BB+

BBB-

BBB

BBB+

A-

A

A+

AA-

BB-

2006 2007 2008 2009 2010 2011 2012

4

Resilient business model and cash-like nature of RMI enables Glencore to maintain a strong credit rating (currently BBB, positive watch) despite higher headline credit metrics

Ratings evolution versus key peers

S&P rating

• Xstrata $5.9bn rights issue in March 2009

• Anglo American $1.5bn convertible bond in April 2009

• Xstrata $18.8bn acquisition of Falconbridge in August 2006, and subsequent $5.5bn rights issue in October 2006

• Glencore $10bn IPO in May 2011, with $7.5 bnprimary proceeds

• Glencore $2.3bn convertible bond in December 2009

• Rio Tinto’s $38bn acquisition of Alcan in July 2007

• Rio Tinto’s $14.8bn rights issues in June and July 2009

Consistently solid credit profile across the cycle

Glencore Xstrata Anglo American Rio Tinto BHP Billiton Noble Group Cargill ADM

I

12.3

16.3

24.6

32.4

47.1

60.061.3

66.3

79.8

86.2

4.9

25.7

13.0

20.2

6.8

10.813.1

2.3 2.24.2

2.9

11.8

0

25

50

75

100

2001

2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

Total debt PP&E Other Assets Other investments Listed investments Readily marketable inventories

Cash, Cash Equivalents & Marketable Securities

Debt figure as of Dec 2011

� Total gross debt(1): $25.7bn:

– Bank debt: $18.5bn (72%)

– Bonds(1)(3): $7.2bn (28%)

� Net funding(1)(4) $24.4bn

– Industrial(1) $10.2bn (42%)

– Marketing $14.2bn (58%)

� Net debt(1): $10.6bn

– Calculated after excluding RMI and cash

– S&P and Moody’s ascribe an 80% and a 50% cash component to RMI respectively

� Ratios / Credit rating

– 2.0x Net Debt/ Adjusted EBITDA

– 27.2% FFO/ Net Debt

– S&P’s: BBB (watch positive)

– Moody’s: Baa2 (review with direction uncertain)

Conservative funding structure…

Asset and debt evolution – last ten years

2002 2004 2009 20112003 2005 2006 2007 2008 2010

$ bn

1.6x

2.0x

2.7x

2.3x1.7x

2.5x

1.7x

1.4x

1.6x

1.7x

(RMIs + Cash/Cash Equivalents & Market Securities + BV of listed investments)/(Total debt)

2001

1.2x

Notes: (1) Excludes convertible bond(2) Other assets includes long term advances and loans (excl. intangibles), deferred tax assets, and receivables(3) Convertible bond 2014 trades as quasi equity(4) Net funding calculated as gross debt, minus cash & cash equivalents, minus marketable securities

(2)

5

(1)

I

0.37

4.19

3.63

2.33

3.33

3.52

4.37

1.801.71

0.82

0

1

2

3

4

5

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011

6

$ bn

Glencore historical funds from operations (1)

… Underpinned by strong operating cash flows

Source: Company information

Note: (1) FFO defined as cash generated from operating activities before working capital changes, minus net interest paid, minus tax paid, plus dividends received from associates

I

Debt repayment supported by declining capex profile

7

3.82.9

0.9

7.20.01.0

2.2

8.0

0.4

0.1

4.3 4.4

3.2

15.3

0.2

0.5

0.0

4.0

8.0

12.0

16.0

2012 2013 2014 2015 and onwards

Bank debt Bond debt PPC

Gross debt maturity profile (1)

$ bn

2.3

1.1

0.9

0.0

0.5

1.0

1.5

2.0

2.5

2012 2013 2014

Glencore expansionary capex

$ bn

� New RCF of $12.8bn in April 2012:

– Existing $3.5bn RCF due in 2012 refinanced with $4.4bn due in 2013, with Glencore extension option to 2014

– An amount of $8.0 bn of the existing $8.4 bn medium term facility has been extended to 2015

c80% of expansionary capex to take placebefore 2014

c56% of total debt have maturities from 2015(1)

c70% of total debt funds working capital

0%

10%

20%

30%

40%

50%

Best-in-class capex profile (2)

2012E-2014E capex as percentage of aggregate value

8%

36%

28%32%

40%31%

Source: Glencore

Notes: (1) Pro Forma for RCF refinancing and new bonds issued in April 2012, excluding inventory and receivables backed facilities of $3.9bn (2) Based on broker consensus estimates provided by Capital IQ and Enterprise Value as of 10 May 2012

I

3.8x 3.9x3.6x

2.6x

0.0

2.0

4.0

6.0

2008 2009 2010 2011

Industrial net funding ($10.2 bn)(1): continued deleveraging

underpinned by strong organic growth profile

Industrial net debt (1)/EBITDA evolutionx

Notes: (1) Excludes convertible bond(2) Relates to the expected Cu equivalent 2011-15E production CAGR expected across the entire Industrial Asset’s portfolio

8

0%

5%

10%

15%

Glencore Xstrata BHP Billiton Rio Tinto Vale AngloAmerican

%

2011A to 2015E copper equivalent volume growth% CAGR

12.9%

10.3%

7.4% 7.3%

6.4%

5.5%

(2)� Strong bank relationships with over 100 lenders

Industrial net debt(1)/ EBITDA

I

Marketing net funding ($14.2 bn): Optimises flexibility, cost and risk

9

Gearing funds working capital

� 36 days cash conversion cycle from supplier to customer– Compared to average peers net conversion cycle of 56 days (1)

� Retention of title in intervening period� Borrowing is effectively backed by fast turning inventory and receivables� Gearing level in marketing can be adjusted easily/ quickly if required

Conservative funding approach and structure

� Average duration of marketing funding 2 years– $4.44 bn is 1+1 year (extension option at Glencore’s discretion)– $8.03 bn is 3 years to 2015

� Both facilities typically refreshed annually to minimise liquidity/refinancing risk and maximize Glencore’s flexibility

Note: (1) Peers including ADM, Noble, Wilmar, Bunge and Olam International

Low cost funding structure

� Average cost of funding, including asset backed financings, of 2.2% � Revolving credit facilities’ margins:

– 1 year is 125 bps p.a.– 3 year is 175 bps p.a.

Low risk funding structure

� Spread is fixed� Funding base is highly diversified

– 91 banks participating in current committed facilities� Funding is 20x duration of assets

I

Duration of Marketing financing is multiple of WC net cycle

Working capital summary

$ bn

10

(16.0)

4.8

16.3

13.8

Trade payables Trade receivables

RMI Inventory ex RMI

$18.9 bn c. 2 year duration of funding 20x longer than duration of working capital net cycle

36

6

35

60

76

100

Average: 55.5

Gle

ncor

e

Nob

le

Bun

ge

AD

M

Wilm

ar

Ola

m

Inte

rnat

iona

l

Days on hand

28 days

37 days

(29) days

36 days

Net conversion cycle:

Source: Glencore 2011 Annual Report – Consolidated balance sheet as of 31 December 2011

I

-

4,000

8,000

12,000

16,000

20,000

24,000

Q103

Q203

Q303

Q403

Q104

Q204

Q304

Q404

Q105

Q205

Q305

Q405

Q106

Q206

Q306

Q406

Q107

Q207

Q307

Q407

Q108

Q208

Q308

Q408

Q109

Q209

Q309

Q409

Q110

Q210

Q310

Q410

Q111

Q211

Q311

Q411

80

130

180

230

280

Current capital employed CCI Index (rebased)

Marketing: Countercyclical cash flow profile

Current capital employed (1) vs. commodities markets

Q2 2008 – Q1 2009:

• Rapid fall in commodity prices from the mid-2008 peaks• Glencore’s operations released c.$8 bn of CCE, more than

offsetting any impact of the fall in profitability.

� Marketing profitability less geared to flat price movements

� In a scenario of declining commodity prices, the release in working capital more than compensates for drop in earnings

� The cash inflows preserve liquidity and position Glencore to capitalise on investment opportunities arising through a market downturn

11

Note: (1) Current capital employed defined as current assets less accounts payable, income tax payable and other financial liabilities. (2) Q4 2011 represented an exception to the historical strong correlation between working capital and commodity prices. This is due to the fact that in December 2011 Glencore was presented with highly attractive ‘funded’ commodity sourcing opportunities (impact of c. $2.4 bn)

Source: Glencore, Bloomberg

Cur

rent

Cap

ital E

mpl

oyed

($

mill

ion)

CC

I Ind

ex (

Reb

ased

)

(2)

I 12

2. Capital allocation

I

Source: Factset, Company reports.Note: Today’s FTSE 350 Mining constituents, and their current ISC, have been used in the above analysis over the entire 10 year period. Data source is Factset.

Dividends paid include special dividends. Capex defined as “Purchase of property, plant and equipment + exploration and evaluation expenditure”* Capital allocations/net changes in cash that were on net negative in any one year, or on a cumulative basis, have been omitted from the above chart.(1) Excludes allocation to acquisitions & investments.(2) Excludes IPO proceeds.

The FTSE mining index has returned 21% of its capital spend in the past decade to shareholders, Glencore 26%

Capital allocation analysis: FTSE 350 mining vs diversified miners, 2002-2011

13

(1)

21%26%

32% 34%

11%

21% 7%

15%

51%

79%

53%

61%

51% 51% 49%

38%

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

FTSE 350 Mining Index Glencore Anglo American BHP Billiton Rio Tinto Xstrata

% o

f Tot

al S

pend

ing

*

Dividends and Buy Backs, Net of Share Issues Acquisitions & Investments, Net of Disposals Capex, inc. Exploration

(2)

I 14

3. Growth

I

0

200,000

400,000

600,000

800,000

1,000,000

1,200,000

1,400,000

1,600,000

1,800,000

2,000,000

2011A 2013E 2015E

Mopani E&P Prodeco Kazzinc Katanga Mutanda

Growth – Industrial Assets

Cu equivalent production volume (1)

(in tonnes, 100% basis)

Source: Company filings, IPO prospectus. Note: (1) Cu conversion prices updated to spot prices on 27 April 2012.

(2) Projected capex as per IPO prospectus over Cu equivalent growth in tonnes.

15

2011A – 2015ECAGR: 20.0%

Substantial organic growth from low risk and low cost brownfield operations

Achieved at approximately $5,000 per Cu equivalent tonne (2)

(vs. average of $12,600 at peer projects)

2013E – 2015E CAGR: 10.3%

2011A – 2013ECAGR: 30.6%

I

692

1,129

3,210

3,990

3,711

2,373

3,158

1,6881,930

2,660

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011

16

Growth – Marketing

Strong track record of growth

Marketing Gross Profit (1)

$ million

Source: Company filings.Notes: (1) Gross Profit: Revenues less COGS

(2) Cu equivalent calculated using average commodity prices and total volumes for the year.

Marketing Volumes(2)

(Cu equivalent, m MT)5.6 5.8 5.7

� GDP growth, especially in emerging markets

� Industrial asset growth

� Market share gains

� Growth has a low capex intensity

� Xstrata and Viterra expected to deliver step change in marketing scale and profitability

� Working capital assets have increased but

- Cheap / easy to fund

- Highly liquid / flexible

- Non-depreciating / low-risk

� ROE range 35 – 65%

I

Mexico(copper, iron ore,

thermal coal, zinc)

Peru and Chile(copper, iron ore,

zinc)

Ecuador(oil, copper)

Brazil(copper, iron ore, nickel)

Argentina(copper)

Venezuela(copper, thermal

coal, nickel)

Colombia(thermal coal)

Russia(copper, iron ore,

thermal coal, coking coal, zinc,

nickel)

Ukraine(iron ore, thermal coal, coking coal)

Kazakhstan(copper, zinc, oil, FeCr, iron ore)

D.R. Congo and Zambia

(copper)

South Africa(iron ore, thermal coal,

coking coal, zinc, nickel)

Mauritania, Sierra Leone, Guinea

(iron ore)

China(copper, iron ore,

thermal coal, coking coal, zinc, nickel, aluminium)

Indonesia(thermal coal, coking coal,

nickel)

Philippines, Papua New Guinea, New

Caledonia(copper, nickel)

Source: Bloomberg, Global reserves source: U.S. Geological Survey Mineral Commodity Summaries. Copper supply source: 2011: Brook Hunt, WBMS, 1996: Metallstatistik 1986-1996.

Copper Supply 1996 2011

Europe 3% 2%

Asia and Middle East 11% 20%

Africa 6% 9%

North America 27% 13%

South America 33% 42%

Australasia 6% 7%

Eastern Europe/CIS 13% 8%

Eq. Guinea, Cameroon (oil/gas)

Emerging markets dominate global reserves of key commodities

17

Increasingly, frontier geographies are where the best reserves of key commodities globally are located. In addition to having significant absolute volumes of reserves these locations often also contain the highest quality reserves, whether measured by grade or cost of

production.

OECD vs. Non-OECD Share of Global Reserves

50%

52%

43%

34%

63%

50%

48%

57%

66%

37%

70%

74%50%

30%

100%

Zinc

Vanadium

Nickel

Molybdenum

Iron Ore

Copper

Cobalt

Bauxite

OECD Non-OECD

India(copper, iron ore, thermal coal, zinc,

nickel)

I 18

4. Merger update

I

� $500 million pre-tax EBITDA synergies (primarily marketing related)

� Diversification

� Portfolio optimisation with focus on brownfield

� Substantial management ownership

� Capital efficient M&A

� Best in class SRI

Rationale for merger widely appreciated

19

I

� Glencore lock-ups have partially expired

� Xstrata retention package is public

� Investors have recognised merger benefits

� Increased investor focus on capital efficiency

� Increased investor scepticism on greenfield

� Xstrata + Glencore shareholder registers have evolved

What has changed?

20

I

Valuation ratios – current trading

2.5

2.6

2.7

2.8

2.9

3.0

1-Feb 16-Feb 2-Mar 19-Mar 3-Apr 20-Apr 8-May 24-May 11-Jun

Share Exchange Ratio

x

Share exchange ratio development since announcement

Offer Terms: 2.80x

2.65x

High: 2.85x

Low: 2.59x

Average since Announcement: 2.75x

2nd Feb

Merger Talks Confirmed - 2.67X

7th Feb

2.7 Announcement & Xstrata FY11 Prelims-2.71x

9th May

Glencore IMS - 2.76x

1st May

Xstrata IMS - 2.77x

5th March

Glencore FY11 Prelims - 2.82x

10th April

Glencore FY11 Annual Report - 2.71x

30th April

Xstrata FY11 Annual Report - 2.74x

Source: CapitalIQ

Since 1st February 2012 (last close before start of offer period)

21

31st May

Merger documentation published - 2.71x

I

Valuation ratios – historical trading

1.8

2.0

2.3

2.5

2.8

3.0

19-May 6-Jul 22-Aug 7-Oct 23-Nov 12-Jan 28-Feb 17-Apr 11-Jun

Share Exchange Ratio

x

Share exchange ratio development since Glencore IPO

Offer terms: 2.80x

2.65xAverage since Announcement: 2.75x

2nd Feb

Merger talks confirmed - 2.67X

7th Feb

2.7 Announcement & Xstrata FY11 Prelims-2.71x

Source: CapitalIQ

Since Glencore IPO on the 19th May 2011

22

Pre-merger talk confirmation average: 2.52x

I 23

Disclaimer

This document comprises written materials for a presentation concerning the merger of Glencore International plc (“Glencore”) with Xstrata plc (“Xstrata”) in which Glencore will acquire the entire issued ordinary share capital of Xstrata (not already held by Glencore) in exchange for new shares to be issued in Glencore.

This document is an advertisement and not a prospectus or a prospectus equivalent document. This presentation is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the merger or otherwise nor shall there be any sale, issuance or transfer of securities of Glencore or Xstrata in any jurisdiction in contravention of applicable law. Neither this document nor the fact of its distribution nor the making of the presentation constitutes a recommendation regarding any securities. The merger is made solely by means of the scheme document (which contains the full terms and conditions of the merger) issued by Xstrata on 31 May 2012. Any vote in respect of the scheme of arrangement or other response in relation to the merger by Xstrata shareholders should be made only on the basis of the information contained in the scheme document. The merger is subject to Glencore shareholder approval and any vote in respect of the merger by Glencore shareholders should be made only on the basis of the information contained in the circular published by Glencore on 31 May 2012. Glencore has published on 31 May 2012 a prospectus in connection with the admission of the new Glencore shares to the Official List of the Financial Services Authority and to trading on the main market for listed securities of the London Stock Exchange plc. Copies of the Xstrata scheme document and the Glencore circular and prospectus are available on Xstrata’s website at www.xstrata.com and Glencore’s website www.glencore.com, respectively.

This presentation contains statements which are, or may be deemed to be, "forward-looking statements" which are prospective in nature. Forward-looking statements are not based on historical facts, but ratheron current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of forward-looking words such as "plans", "expects" or "does not expect", "is expected", "is subject to", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations.

Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Glencore or Xstrata to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Important factors that could cause actual results, performance or achievements of Glencore or Xstrata to differ materially from the expectations of Glencore or Xstrata, as applicable, include, among other things, general business and economic conditions globally, commodity price volatility, industry trends, competition, changes in government and other regulation, including in relation to the environment, health and safety and taxation, labour relations and work stoppages, changes in political and economic stability, disruptions in business operations due to reorganisation activities (whether or not Glencore combines with Xstrata), interest rate and currency fluctuations, the failure to satisfy any conditions for any possible merger on a timely basis or at all, the failure to satisfy the conditions of the merger of Glencore with Xstrata when implemented (including approvals or clearances from regulatory and other agencies and bodies) on a timely basis or at all, the failure of Xstrata to combine with Glencore on a timely basis or at all, the inability of the merged group to successfully realise any anticipated synergy benefits when the merger of Glencore with Xstrata is implemented, the inability of the merged group to successfully integrate Glencore’s and Xstrata's operations and programmes when the merger of Glencore with Xstrata is implemented, the merged group incurring and/or experiencing unanticipated costs and/or delays or difficulties relating to the merger of Glencore with Xstrata when the merger of Glencore with Xstrata is implemented. Such forward-looking statements should therefore be construed in light of such factors.

Neither Glencore nor Xstrata, nor any of their respective associates or directors, officers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this announcement will actually occur. You are cautioned not to place undue reliance on these forward-looking statements. Other than in accordance with its legal or regulatory obligations (including under the UK Listing Rules and the Disclosure and Transparency Rules of the Financial Services Authority), neither Glencore nor Xstrata is under any obligation, and Glencore and Xstrata each expressly disclaim any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

No statement in this presentation is intended as a profit forecast and no statement in this presentation should be interpreted to mean that earnings per Glencore or Xstrata ordinary share for the current or future financial years would necessarily match or exceed the historical published earnings per Glencore or Xstrata ordinary share.

The distribution of this presentation or any information contained in it may be restricted by law in certain jurisdictions, and any person into whose possession any document containing this presentation or any part of it comes should inform themselves about, and observe, any such restrictions.