TIDMAAL TIDM33VY
RNS Number : 2037Z
Anglo American PLC
16 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
Anglo American Capital plc announces results and pricing of
Tender Offers for certain of its Notes
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014.
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR
RESIDENT IN THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES
AND POSSESSIONS) OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL
TO DISTRIBUTE THIS ANNOUNCEMENT (SEE "DISTRIBUTION RESTRICTIONS"
BELOW)
16 September 2020.
Anglo American Capital plc(i) (the "Company") today announces
the final results and pricing of its invitations to holders of its
outstanding EUR750,000,000,000 (currently outstanding
EUR377,819,000) 2.500 per cent. Guaranteed Notes due 29 April 2021
(ISIN: XS0923361827) and its outstanding EUR750,000,000 (currently
outstanding EUR750,000,000) 3.500 per cent. Guaranteed Notes due 28
March 2022 (ISIN: XS0764637194), in each case guaranteed by Anglo
American plc(ii) (together, the "Notes") to tender their Notes for
purchase by the Company for cash (the "Tender Offers") for an
aggregate consideration of up to the Capped Spend Amount (as
defined below), subject to the satisfaction or waiver of the New
Issue Condition (as defined in the Tender Offer Memorandum) and
upon the terms and subject to the other conditions set out in the
tender offer memorandum dated 8 September 2020 (the "Tender Offer
Memorandum") prepared by the Company. The Tender Offers expired at
16:00 hours (London time) on 15 September 2020. Capitalised terms
used but not defined in this announcement have the meanings given
to them in the Tender Offer Memorandum.
The Company hereby announces it will accept for purchase
(subject to the satisfaction or waiver of the New Issue Condition)
all validly tendered Notes pursuant to the Tender Offers in full on
the basis of the Series Acceptance Amounts for each series of Notes
set out below, which also includes the relevant Purchase Price and
Accrued Interest Amount:
EUR750,000,000 2.500 per cent. Guaranteed Notes due 29 April
2021 (the "Notes due 2021")
(i) The Purchase Price is 101.716 per cent; (ii) the Series
Acceptance Amount is EUR 137,013,000; (iii) the Accrued Interest
Amount is EUR 9.73 per EUR 1,000; and (iv) the aggregate nominal
amount outstanding after the Settlement Date is EUR
240,806,000.
EUR750,000,000 3.500 per cent. Notes due 28 March 2022 (the
"Notes due 2022")
(i) The Purchase Price is 105.812 per cent.; (ii) the Series
Acceptance Amount is EUR 316,659,000; (iii) the Accrued Interest
Amount is EUR 16.68 per EUR 1,000; and (iv) the aggregate nominal
amount outstanding after the Settlement Date is EUR
433,341,000.
Settlement
Subject to the satisfaction or waiver of the New Issue
Condition, settlement of the Tender Offers and payment of the
Tender Consideration in respect of Notes accepted for purchase is
expected to take place on 18 September 2020.
Notes that have not been tendered or accepted for purchase
pursuant to the Tender Offers will remain outstanding.
Banco Santander, S.A., BNP Paribas, Morgan Stanley & Co.
International plc and UniCredit Bank AG are acting as Joint Dealer
Managers for the Tender Offers and Lucid Issuer Services Limited is
acting as Tender Agent.
JOINT DEALER MANAGERS
Banco Santander, S.A. BNP Paribas
2 Triton Square 16, boulevard des Italiens
Regent's Place 75009 Paris
London NW1 3AN France
United Kingdom
Tel: +44 20 7756 6909/ Tel: +33 1 55 77 78 94
+44 20 7756 6227
Attention: Liability Management Attention: Liability Management
Group
Email: tommaso.grospietro@santandercib.co.uk/ Email: liability.management@bnpparibas.com
adam.crocker@santandercib.co.uk
Morgan Stanley & Co International UniCredit Bank AG
plc Arabellastrasse 12
25 Cabot Square D-81925
Canary Wharf Munich
London Germany
E14 4QA
United Kingdom
Tel: +44 20 7677 5040 Tel: + 49 89 378 18825
Attention: Liability Management Attention: Liability Management
Group Email: corporate.lm@unicredit.de
Email: liabilitymanagementeurope@morganstanley.com
THE TENDER AGENT
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Tel: +44 20 7704 0880
Attention: Thomas Choquet
Email: angloamerican@lucid-is.com
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 U.S. Tender Offer, the New Issuer and
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 Matthew Looseley (Group Company
Secretary) at Anglo American Capital plc.
DISCLAIMER
Subject to applicable law, the Company or any of its affiliates
may at any time following completion of the Tender Offers purchase
remaining outstanding Notes by tender, in the open market, by
private agreement or otherwise on such terms and at such prices as
the Company, or if applicable, its affiliates may determine. Such
terms, consideration and prices may be more or less favourable than
those offered pursuant to the Tender Offers.
This announcement must be read in conjunction with the Tender
Offer Memorandum. If any Noteholder is in any doubt as to the
content of this announcement or the Tender Offer Memorandum or the
action it should take, it is recommended to seek its own financial
advice, including in respect of any tax consequences, from its
broker, bank manager, solicitor, accountant or other independent
financial, tax or legal adviser.
DISTRIBUTION RESTRICTIONS
The distribution of this announcement and/or the Tender Offer
Memorandum in certain jurisdictions may be restricted by law.
Persons into whose possession this announcement and/or the Tender
Offer Memorandum comes are required by each of the Company, the
Joint Dealer Managers and the Tender Agent to inform themselves
about, and to observe, any such restrictions. Neither this
announcement nor the Tender Offer Memorandum constitutes an offer
to buy or the solicitation of an offer to sell Notes or an
invitation to participate in the Tender Offers.
i (LEI TINT358G1SSHR3L3PW36)
ii (LEI 549300S9XF92D1X8ME43)
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END
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