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Anglo American Capital plc announces Final Results of Tender Offers for certain of its Securities
Anglo American plc
(Incorporated in England and Wales)
(Registration number: 3564138)
Registered office: 20 Carlton House Terrace, London, SW1Y 5AN
ISIN: GBOOB1XZS820
JSE Share Code: AGL
NSX Share Code: ANM
(the “Company”)
Anglo American Capital plc announces Final Results of Tender Offers for certain of its Securities
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)
Anglo American Capital plc (the “Company”) invited holders of such of its outstanding securities as are listed below
(together, the “Securities”) to tender some or all of their Securities to the Company for purchase by the Company for
cash (the “Tender Offers”), for an aggregate consideration of up to U.S.$300,000,000, upon the terms and subject to
the conditions set out in the tender offer memorandum dated February 18, 2016 (the “Tender Offer Memorandum”)
prepared by the Company.
Capitalized terms used but not defined in this announcement have the meanings given to them in the Tender Offer
Memorandum.
The Company hereby announces that it will accept for purchase all Securities validly tendered under the relevant Offers
without pro-ration and that:
(i) the aggregate nominal amount of each Series of Securities validly accepted for purchase (the “Acceptance
Amount”); and
(ii) the Accrued Interest payable,
are as follows:
CUSIP Purchase Early Tender Total Purchase Acceptance Accrued
Title of Securities ISINs Numbers Price1 Premium Price Amount Interest1
U.S.$600,000,000 2.625% Senior Securities due US034863AE09 and 034863AE0 and U.S.$943.50 U.S.$30.00 per U.S.$973.50 per U.S.$ U.S.$
April 3, 2017 guaranteed by Anglo American USG03762CF96 G03762CF9 per U.S.$1,000 U.S.$1,000 U.S.$1,000 147,761,000 12.250000
plc (the “Securities due April 2017”)
U.S.$750,000,000 2.625% Senior Securities due
September 27, 2017 guaranteed by Anglo US034863AF73 and 034863AF7 and U.S.$909.00 U.S.$30.00 per U.S.$939.00 per U.S.$ U.S.$
American USG03762CG79 G03762CG7 per U.S.$1,000 U.S.$1,000 U.S.$1,000 114,860,000 12.687500
plc (the “Securities due September 2017”)
1 Accrued Interest per U.S.$1,000 in nominal amount of the relevant Securities purchased. Accrued Interest represents interest accrued and unpaid on the relevant Securities from (and including) the
immediately preceding interest payment date for such Securities to (but excluding) the Settlement Date.
1 Accrued Interest per EUR1,000 or GBP1,000, as applicable, in nominal amount of the relevant Securities purchased. Accrued Interest represents interest accrued and unpaid on the relevant Securities from
(and including) the immediately preceding interest payment date for such Securities to (but excluding) the Settlement Date.
No Securities had been validly tendered for purchase after 5:00 p.m. (New York City time) on March 2, 2016 (the
“Early Tender Deadline”). Accordingly, 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 Total Purchase Price and (y) the nominal amount of the relevant Securities,
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.
Settlement of the Tender Offers and payment of the Tender Consideration in respect of Securities accepted for purchase
is expected to take place on March 21, 2016.
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.
BNP Paribas has been appointed as the Global Coordinator and Commerzbank AG and Crédit Agricole Securities
(USA) Inc. together with BNP Paribas 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:
GLOBAL COORDINATOR
BNP Paribas
10 Harewood Avenue
London NW1 6AA
United Kingdom
JOINT DEALER MANAGERS
BNP Paribas Commerzbank AG
10 Harewood Avenue Mainzer Landstrasse 151-153
London NW1 6AA 60327 Frankfurt am Main
United Kingdom Germany
U.S. Toll Free: (888) 210 4358
Collect: +1 (212) 841 3059 U.S. Tel: +1 800 233 9164
In Europe: +44 20 7595 8668 In Europe: +49 69 136 59920
Attention: Liability Management Group Attention: Liability Management
Email: liability.management@bnpparibas.com Email: liability.management@commerzbank.com
Credit Agricole Securities (USA) Inc.
1301 Avenue of the Americas, 17th Floor
New York
New York 10019
Collect: +1 (212) 261 7802
U.S. Toll-free: (866) 807 6030
Email: liability.management@ca-cib.com
Attention: Debt Capital Markets
Requests for information in relation to the Tender Offers 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: 1800 330 5897
By Facsimile: (212) 709 3328
Attention: Krystal Scrudato
Confirmation: (212) 493 6940
Email: anglo@king-worldwide.com
17 March 2016
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
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.
This announcement does not constitute an offer to buy or the solicitation of an offer to sell Securities.
Date: 17/03/2016 02:48:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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