TIDMAAL TIDM33VY
RNS Number : 0507Z
Anglo American PLC
15 September 2020
Anglo American plc (the "Company")
Registered office: 20 Carlton House Terrace, London SW1Y 5AN
Registered number: 3564138 (incorporated in England and
Wales)
Legal Entity Identifier: 549300S9XF92D1X8ME43
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 15, 2020
ANGLO AMERICAN CAPITAL PLC(1) ANNOUNCES RESULTS OF CASH TER
OFFER FOR A SERIES OF ITS U.S. DOLLAR SECURITIES
Anglo American Capital plc (the "Company") invited holders of
its U.S.$600,000,000 4.125% Senior Securities due September 27,
2022 (CUSIP: 034863AG5 and G03762CH5) (ISIN: US034863AG56 and
USG03762CH52) guaranteed by Anglo American plc(2) (the
"Securities") to tender any and all of their Securities for
purchase by the Company for cash (the "Tender Offer"), on the terms
of, and subject to the conditions contained in the tender offer
memorandum dated September 8, 2020 (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 (subject to the satisfaction
or waiver of the New Issue Condition on or before the Settlement
Date) it will accept for purchase all validly tendered Securities
pursuant to the Tender Offer and that (i) the aggregate nominal
amount of Securities validly accepted (the "Acceptance Amount") is
U.S.$240,306,000, the Company has not received any notices of
guaranteed delivery, (ii) the Reference Yield is 0.133 per cent.,
(iii) the Purchase Spread is 70 bps, (iv) the Purchase Yield is
0.833 per cent. and (v) the Purchase Price (per U.S.$1,000 nominal
amount) is U.S.$1,066.06.
The Company will pay for the Securities accepted by it for
purchase pursuant to the Tender Offer, an amount in U.S. dollars
(the "Tender Consideration") equal to the sum of:
1. the product of (x) the Purchase Price; and (y) the nominal
amount of the Securities accepted for purchase, divided by
U.S.$1,000, rounded to the nearest U.S.$0.01, with U.S.$0.005 being
rounded upwards; and
2. the Accrued Interest Amount in respect of such Securities,
rounded to the nearest U.S.$0.01, with U.S.$0.005 being rounded
upwards.
Securities purchased by the Company pursuant to the Tender Offer
will be cancelled and will not be re-issued or re-sold.
The Settlement Date for the Tender Offer and payment of the
Tender Consideration in respect of Securities validly tendered is
expected to take place on September 17, 2020.
FURTHER INFORMATION
D.F. King has been appointed by the Company as Information and
Tender Agent for the purposes of the Tender Offer.
BNP Paribas, Goldman Sachs & Co. LLC, HSBC Securities (USA)
Inc. and Santander Investment Securities Inc. have been appointed
as Dealer Managers for the purposes of the Tender Offer.
Requests for information in relation to the Tender Offer should
be directed to:
DEALER MANAGERS
BNP Paribas Goldman Sachs & Co. LLC
16, boulevard des Italiens 200 West Street
75009 Paris New York, NY 10282
France United States
Attention: Liability Management Attention: Liability Management
Group Group
In the United States: In the United States:
Toll Free: + 1 888 210 4358 Collect: +1 212 357-0215
In Europe: Toll Free: +1 800 828-3182
Telephone: +33 1 55 77 78 94 In Europe:
E-mail: liability.management@bnpparibas.com Telephone: +44 20 7774 9862
E-mail: liabilitymanagement.eu@gs.com
HSBC Securities (USA) Inc. Santander Investment Securities
452 Fifth Avenue Inc.
New York, NY, 10018 45 East 53rd Street
United States of America New York, NY 10022
United States
Attention: Liability Management
Telephone (U.S. Collect): +1 212 Attention: Liability Management
525 5552 Telephone (U.S. Collect): +1 (212)
Telephone (U.S. Toll-Free): +1 940-1442
888 HSBC 4LM Telephone (U.S. Toll-Free): +1
In Europe: (855) 404-3636
Telephone: +44 20 7992 6237 In Europe:
Email: liability.management@hsbcib.com Telephone: +44 (0) 7418 709 688
Requests for information in relation to the procedures for tendering
Securities in the Tender Offer 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 TER AGENT
D.F. King & Co., Inc.
Offer Website : https://sites.dfkingltd.com/angloamerican
Email: angloamerican@dfkingltd.com
In New York In London
48 Wall Street, 22(nd) Floor 65 Gresham Street
New York, New York 10005 London EC2V 7NQ
United States of America United Kingdom
Tel: +1 212 269 5550 / Toll Free: Tel: +44 20 7920 9700
(877) 864-5051
By Facsimile: +1 (212) 709 3328
Attention: Andrew Beck
Confirmation: +1 (212) 269 5552
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 Offer described above. For the
purposes of MAR and Article 2 of Commission Implementing Regulation
(EU) 2016/1055, this announcement is made by Matthew Looseley
(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 Offer 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 Offer but not
accepted for purchase) through open market purchases, privately
negotiated transactions, Tender Offer, exchange offers or
otherwise, in each case on terms that may be more or less favorable
than those contemplated by the Tender Offer.
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 Dealer
Managers and the Information and Tender Agent to inform themselves
about and to observe any such restrictions.
_____________________________________
(1) (LEI TINT358G1SSHR3L3PW36)
(2) (LEI 549300S9XF92D1X8ME43)
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END
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September 15, 2020 06:26 ET (10:26 GMT)
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