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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:

 

Title of Securities

ISINs

CUSIP Numbers

Acceptance Amount1

Reference Yield

Purchase Spread

Purchase Price (per U.S.$1,000 nominal amount)

 

U.S.$850,000,000 3.625% Senior Securities due May 14, 2020 guaranteed by Anglo American plc (the "Securities due May 2020")

US034863AN08 and USG0446NAH73

034863AN0 and G0446NAH7

U.S.$497,480,000

1.461 per cent.

80 bps

U.S.$1,035.05

 

U.S.$500,000,000 4.450% Senior Securities due September 27, 2020 guaranteed by Anglo American plc (the "Securities due September 2020")

US034863AD26 and USG03762CE22

 

034863AD2 and G03762CE2

U.S.$218,094,000

1.461 per cent.

85 bps

U.S.$1,062.31

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) 438 3242

U.S. Tel: +1 (888) 210 4358

Collect: +1 (212) 528 7581

Collect: +1 (212) 841 3059

In Europe: +44 (0) 20 3134 8515

In Europe: +44 (0) 20 7595 8668

Attention: Liability Management Group

Attention: Liability Management 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) 271 7403

U.S. Toll Free: +1 (877) 381 2099

Collect: +1 (212) 205 7736

Collect: +1 (212) 618 7822

In Europe: +44 (0) 20 7090 6442

In Europe: +44 (0) 20 7029 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, 22nd 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
 
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