TIDMAAL TIDM38JO
RNS Number : 6526Q
Anglo American PLC
13 September 2017
Anglo American Capital plc announces results of Tender Offers
for certain of its Securities
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO
ANY PERSON RESIDENT AND/OR LOCATED IN, ANY JURISDICTION WHERE SUCH
RELEASE, PUBLICATION OR DISTRIBUTION IS UNLAWFUL (SEE "DISTRIBUTION
RESTRICTIONS" BELOW)
September 13, 2017
Anglo American Capital plc([1]) (the "Company") invited holders
of the securities listed below (the "Securities") to tender any and
all of their Securities for purchase by the Company for cash (the
"Tender Offers"), on the terms of, and subject to the conditions
contained in the tender offer memorandum dated September 6, 2017
(the "Tender Offer Memorandum").
Capitalized terms not otherwise defined in this announcement
have the same meaning as assigned to them in the Tender Offer
Memorandum.
The Company hereby announces that it will accept for purchase
validly tendered Securities pursuant to the Tender Offers with an
aggregate nominal amount of U.S.$715,574,000 on the Settlement Date
and that in respect of each Series (i) the aggregate nominal amount
of Securities validly accepted (the "Acceptance Amount"); and (ii)
the Purchase Price, Reference Yield and Purchase Spread, are as set
out in the table below:
Purchase
Price
(per
U.S.$1,000
Title of CUSIP Acceptance Reference Purchase nominal
Securities ISINs Numbers Amount(1) Yield Spread amount)
------------------ ----------------- --------------- ---------------- ---------- -------- ---------------
US034863AN08 034863AN0 U.S.$497,480,000 1.461 80 bps U.S.$1,035.05
U.S.$850,000,000 and USG0446NAH73 and G0446NAH7 per cent.
3.625% Senior
Securities
due May 14,
2020 guaranteed
by Anglo
American
plc (the
"Securities
due May 2020")
US034863AD26 U.S.$218,094,000 1.461 85 bps U.S.$1,062.31
U.S.$500,000,000 and USG03762CE22 034863AD2 per cent.
4.450% Senior and G03762CE2
Securities
due September
27, 2020
guaranteed
by Anglo
American
plc (the
"Securities
due September
2020")
1. The Company has also received notices of guaranteed
delivery in connection with U.S.$490,000 in nominal
amount of the Securities due May 2020 and U.S.$500,000
in nominal amount of the Securities due September
2020 that remain subject to the guaranteed delivery
procedures, and such amounts are not reflected
in the table above.
The Company will pay for the Securities in each Series accepted
by it for purchase pursuant to the Tender Offers, an amount in U.S.
dollars (the "Tender Consideration") equal to the sum of:
1. the product of (x) the relevant Purchase Price; and (y) the
nominal amount of the relevant Securities accepted for purchase,
divided by U.S.$1,000; and
2. the Accrued Interest Amount in respect of such Securities;
rounded, if necessary, to the nearest U.S.$0.01, with half a
cent being rounded upwards.
Securities purchased by the Company pursuant to the Tender
Offers will be cancelled and will not be re-issued or re-sold.
The Settlement Date for the Tender Offers and payment of the
Tender Consideration in respect of Securities validly tendered is
expected to take place on September 15, 2017.
FURTHER INFORMATION
D.F. King & Co., Inc. has been appointed by the Company as
Information and Tender Agent (the "Information and Tender Agent")
for the purposes of the Tender Offers.
Barclays Capital Inc., BNP Paribas, Mizuho Securities USA LLC
and RBC Capital Markets have been appointed as Joint Dealer
Managers for the purposes of the Tender Offers.
Requests for information in relation to the Tender
Offers should be directed to the Joint Dealer Managers:
JOINT DEALER MANAGERS
Barclays Capital Inc. BNP Paribas
745 Seventh Avenue 10 Harewood Avenue
5th Floor London NW1 6AA
New York, NY 10019 United Kingdom
United States of America
U.S. Toll Free: +1 (800) U.S. Tel: +1 (888) 210
438 3242 4358
Collect: +1 (212) 528 7581 Collect: +1 (212) 841 3059
In Europe: +44 (0) 20 3134 In Europe: +44 (0) 20 7595
8515 8668
Attention: Liability Management Attention: Liability Management
Group Group
Email: liability.management@barclays.com Email: liability.management@bnpparibas.com
Mizuho Securities USA LLC RBC Capital Markets, LLC
320 Park Avenue Brookfield Place
New York, NY 10022 200 Vesey Street, 8th Floor
United States of America New York, NY 10281
United States of America
U.S. Toll Free: +1 (866) U.S. Toll Free: +1 (877)
271 7403 381 2099
Collect: +1 (212) 205 7736 Collect: +1 (212) 618 7822
In Europe: +44 (0) 20 7090 In Europe: +44 (0) 20 7029
6442 7063
Attention: Liability Management Attention: Liability Management
Group
Email: LiabilityManagement@us.mizuho-sc.com Email: liability.management@rbccm.com
Requests for information in relation to the procedures
for tendering Securities in the Tender Offers and
the submission of Electronic Offer Instructions
or for copies of the Tender Offer Memorandum, form
of guaranteed delivery (as described in the Tender
Offer Memorandum) or related documents should be
directed to:
THE INFORMATION AND TENDER AGENT
D.F. King & Co., Inc.
48 Wall Street, 22(nd) Floor
New York
New York 10005
United States
Tel: +1 212 269 5550 / Toll Free: 877-783-5524
By Facsimile: (212) 709 3328
Attention: Andrew Beck
Confirmation: +1 (212) 269 5552
Email: anglo@dfking.com
Website : www.dfking.com/angloamerican
This announcement is released by Anglo American Capital plc and
contains inside information for the purposes of Article 7 of the
Market Abuse Regulation (EU) 596/2014 (MAR), encompassing
information relating to the Tender Offers described above. For the
purposes of MAR and Article 2 of Commission Implementing Regulation
(EU) 2016/1055, this announcement is made by John Mills (Group
Company Secretary) at Anglo American Capital plc.
NOTICE AND DISCLAIMER
Subject to applicable law, the Company or any of its affiliates
may at any time and from time to time following completion or
cancellation of the Tender Offers purchase or exchange or offer to
purchase or exchange remaining outstanding Securities or issue an
invitation to submit offers to sell Securities (including, without
limitation, those tendered pursuant to the Tender Offers but not
accepted for purchase) through open market purchases, privately
negotiated transactions, tender offers, exchange offers or
otherwise, in each case on terms that may be more or less favorable
than those contemplated by the Tender Offers.
This announcement must be read in conjunction with the Tender
Offer Memorandum. If any holder of Securities is in any doubt as to
the content of this announcement or the Tender Offer Memorandum, it
is recommended to seek its own legal, accounting and financial
advice, including as to any tax consequences, immediately from its
stockbroker, bank manager, attorney, accountant or other
independent financial adviser.
DISTRIBUTION RESTRICTIONS
The distribution of this announcement and the Tender Offer
Memorandum in certain jurisdictions may be restricted by law.
Persons into whose possession this announcement or the Tender Offer
Memorandum comes are required by each of the Company, the Joint
Dealer Managers and the Information and Tender Agent to inform
themselves about and to observe any such restrictions.
[1] (LEI TINT358G1SSHR3L3PW36)
This information is provided by RNS
The company news service from the London Stock Exchange
END
RTELJMBTMBTBBPR
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September 13, 2017 07:45 ET (11:45 GMT)
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