LONDON, Sept. 15, 2020 /PRNewswire/ -- 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) (CUSIP: G03762CH5) (ISIN:
US034863AG56) (ISIN: 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:
- 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
- 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 Group
|
Attention: Liability
Management 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 Inc.
|
452 Fifth
Avenue
|
45 East 53rd
Street
|
New York, NY,
10018
|
New York, NY
10022
|
United States of
America
|
United
States
|
|
|
Attention: Liability
Management
|
Attention: Liability
Management
|
Telephone (U.S.
Collect): +1 212 525 5552
|
Telephone (U.S.
Collect): +1 (212) 940-1442
|
Telephone (U.S.
Toll-Free): +1 888 HSBC 4LM
|
Telephone (U.S.
Toll-Free): +1 (855) 404-3636
|
In Europe:
|
In Europe:
|
Telephone: +44 20
7992 6237
|
Telephone: +44 (0)
7418 709 688
|
Email:
liability.management@hsbcib.com
|
|
|
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 TENDER 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, 22nd
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: (877) 864-5051
|
Tel: +44 20 7920
9700
|
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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SOURCE Anglo American Capital plc