TIDMAAL TIDM38JO
RNS Number : 3999R
Anglo American PLC
21 September 2017
Anglo American Capital plc announces indicative results 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)
21 September 2017.
Anglo American Capital plc([1]) (the "Company") today announces
the indicative results of its invitations to holders of
such of its outstanding notes as are listed below (together, the
"Notes") to tender to the Company for purchase by the Company for
cash (the "Tender Offers") (i) any and all of the Any and All Notes
listed below and (ii) the Capped Notes listed below for an
aggregate consideration of up to the Capped Spend Amount, in each
case upon the terms and subject to the conditions set out in the
tender offer memorandum dated 13 September 2017 (the "Tender Offer
Memorandum") prepared by the Company. The Tender Offers expired at
16:00 hours (London time) on 20 September 2017. Capitalised terms
used but not defined in this announcement have the meanings given
to them in the Tender Offer Memorandum.
Following expiration of the Tender Offer Period, the Company
hereby announces that, in the event it decides to accept valid
tenders of Notes pursuant to the Tender Offers, it intends to
accept all Notes pursuant to the Tender Offers on the basis of (i)
the indicative Any and All Notes Acceptance Amount; and (ii) the
indicative non-binding Series Acceptance Amounts for each series of
Capped Notes, each as set out in the table below:
Notes ISIN Outstanding Nominal Indicative Series Indicative Pro-Rating
Amount Acceptance Amounts Factor
------------------------ -------------- ------------------------ ------------------------ ------------------------
Any and All Notes
------------------------ -------------- ------------------------ ------------------------ ------------------------
EUR600,000,000 1.500
per cent. Notes due 1
April 2020
(the "Notes due April
2020") XS1211292484 EUR600,000,000 EUR394,631,000 N.A.
------------------------ -------------- ------------------------ ------------------------ ------------------------
Capped Notes
------------------------ -------------- ------------------------ ------------------------ ------------------------
EUR750,000,000 2.500
per cent. Notes due 18
September 2018
(the "Notes due
September 2018") XS0830380639 EUR248,780,000 EUR88,948,000 N.A.
------------------------ -------------- ------------------------ ------------------------ ------------------------
EUR750,000,000 2.750
per cent. Notes due 7
June 2019
(the "Notes due June
2019") XS0789283792 EUR574,004,000 EUR216,508,000 N.A.
------------------------ -------------- ------------------------ ------------------------ ------------------------
EUR600,000,000 2.875
per cent. Notes due 20
November 2020 (the
"Notes due November
2020") XS0995040051 EUR600,000,000 EUR245,723,000 N.A.
------------------------ -------------- ------------------------ ------------------------ ------------------------
Pricing and Results
Pricing will take place on or around 13:00 hours (London time)
(the "Pricing Time") today. As soon as reasonably practicable after
the Pricing Time, the Company will announce (i) whether the Company
will accept valid Offers to Sell pursuant to the Tender Offers;
(ii) in respect of the Notes accepted for purchase, the relevant
Purchase Price; (iii) in respect of the Fixed Spread Notes accepted
for purchase, the relevant Reference Rate and the relevant Purchase
Yield; and (iv) the relevant Series Acceptance Amounts, any
Pro-Rating Factor (if applicable) (in respect of the Capped Notes
only) and Accrued Interest Amounts.
Settlement of the Tender Offers and payment of the Tender
Consideration in respect of any Notes accepted for purchase is
expected to take place on 25 September 2017.
Notes that are not tendered and accepted for purchase pursuant
to the Tender Offers will remain outstanding.
Commerzbank Aktiengesellschaft, Crédit Agricole Corporate and
Investment Bank, MUFG Securities EMEA 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.
Questions and requests for information in relation to the Tender
Offers may be directed to the Joint Dealer Managers.
JOINT DEALER MANAGERS
Commerzbank Aktiengesellschaft Crédit Agricole Corporate
and Investment Bank
Mainzer Landstrasse 151-153 12, Place des Etats-Unis
DLZ-Geb. 1, CC-APM DCM CS 70052
Bonds
60327 Frankfurt am Main 92547 Montrouge Cedex
Federal Republic of Germany France
Tel: +49 69 136 59920 Tel: +44 207 214 5733
Attention: Liability Management Attention: Liability Management
Email: liability.management@commerzbank.com Email: liability.management@ca-cib.com
MUFG Securities EMEA plc UniCredit Bank AG
Ropemaker Place Arabellastrasse 12
25 Ropemaker Street D-81925 Munich
London EC2Y 9AJ Germany
United Kingdom
Tel: +44 207 577 4048/+44 Tel: +49 89 378 13722
207 577 4218 Attention: Liability Management
Attention: Liability Management Email: corporate.lm@unicredit.de
Group
Email: DCM-LM@int.sc.mufg.jp
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 / David Shilson
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 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.
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.
[1] (LEI TINT358G1SSHR3L3PW36)
This information is provided by RNS
The company news service from the London Stock Exchange
END
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