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South Africa's PIC owns roughly 7% stake in Anglo

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BHP faces 1600 GMT deadline to make firm offer

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JOHANNESBURG, May 22 (Reuters) - BHP Group's ( BHP )

$43 billion takeover proposal for smaller rival Anglo American

needs a "meaningful revision", one of Anglo's top

investors said on Wednesday, as the clock ticks for the world's

No.1 miner to submit a binding offer.

BHP's latest all-share proposal, raised from an initial $39

billion, was dismissed by Anglo as significantly undervaluing

the company and being difficult to execute.

BHP's offer should reflect both the value of existing Anglo

assets and the future options and benefits that BHP can derive,

specifically from Anglo's unlisted assets, said South Africa's

Public Investment Corporation (PIC), which owns a roughly 7%

stake in Anglo.

"This would require a meaningful revision of the current BHP

proposal that should take into consideration the material risks

that current shareholders of both Anglo and its subsidiaries

would have to assume," it said.

The PIC, which manages about 2.6 trillion rand ($143

billion) in assets, is Africa's second-biggest fund manager. It

is also a top investor in Anglo Platinum and Kumba Iron Ore -

two South African units of Anglo that BHP doesn't want included

in its portfolio, should its deal succeed.

BHP, which has until 1600 GMT on Wednesday to make a binding

offer, has insisted that Anglo divests its platinum and iron ore

units in South Africa as a condition for the merger.

Anglo has rebuffed two all-share proposals from BHP as

inadequate and too difficult to execute and last week unveiled

plans for a break-up to focus on the energy transition and

copper, while spinning out or selling its coal, nickel, diamond

and platinum businesses.

Anglo shareholder Legal & General Investment Management

(LGIM) said on Monday it supported the break-up plan and did not

see a clear reason for the board to change stance on BHP's

offer, unless there was a reasonable premium to the underlying

fair value of Anglo's assets.

($1 = 18.2234 rand)