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ANGLO AMERICAN PLC - Anglo American Capital plc announces termination of tender offers

Release Date: 31/03/2017 17:48
Code(s): AGL     PDF:  
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Anglo American Capital plc announces termination of tender offers

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


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

March 31, 2017

  ANGLO AMERICAN CAPITAL PLC ANNOUNCES TERMINATION OF TENDER OFFERS

Further to its announcement on March 20, 2017 in connection with the Tender Offers for the securities
listed below (the “Securities”), Anglo American Capital plc1 (the “Company”) has today terminated the
Tender Offers.

The Tender Offers were made on the terms and subject to the conditions set out in the tender offer
memorandum dated March 20, 2017 (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.


Title of Securities                                          ISINs              CUSIP Numbers        Outstanding Nominal Amount
U.S.$850,000,000 3.625% Senior Securities due     US034863AN08 and    034863AN0 and G0446NAH7                  U.S.$850,000,000
May 14, 2020 guaranteed by Anglo American plc 2       USG0446NAH73
(the “Securities due May 2020”)

U.S.$500,000,000 4.450% Senior Securities due
September 27, 2020 guaranteed by Anglo American   US034863AD26 and    034863AD2 and G03762CE2                  U.S.$500,000,000
plc (the “Securities due September 2020”)             USG03762CE22




As at the time of this announcement the New Issue Condition has not been satisfied. The Company does
not expect the New Issue Condition to be satisfied on April 3, 2017 (being the date the Company expected
to announce the early participation results of the Tender Offers). In accordance with the terms and
conditions of the Tender Offers, the Company has taken the decision to terminate the Tender Offers today
and consequently will not accept any tenders of Securities for purchase.

Any Securities in respect of which Electronic Offer Instructions have been submitted prior to this
announcement will be unblocked in DTC. All Securities previously tendered and not withdrawn will be
returned to their respective Holders as soon as possible.




1 (LEI TINT358G1SSHR3L3PW36)
                     
2 (LEI 549300S9XF92D1X8ME43)
                     




                                                               
GLOBAL COORDINATORS


Citigroup Global Markets Limited                 Morgan Stanley & Co. International plc
Citigroup Centre                                 25 Cabot Square
Canada Square                                    Canary Wharf
Canary Wharf                                     London E14 4QA
London E14 5LB                                   United Kingdom
United Kingdom

JOINT DEALER MANAGERS

Citigroup Global Markets Limited                 Credit Suisse Securities (Europe) Limited
Citigroup Centre                                 One Cabot Square
Canada Square                                    Canary Wharf
Canary Wharf                                     London E14 4QJ
London E14 5LB                                   United Kingdom
United Kingdom
                                                 U.S. Tel: +1 800 820 1653
U.S. Toll Free: +1 (800) 558-3745                Collect: +1 212 538 2147
Collect: +1 (212) 723-6106                       In Europe: + 44 20 7888 8763 / +44 20 7888 9350
In Europe: +44 20 7986 8969                      Attention: Liability Management Group
Attention: Liability Management Group            Email: liability.management@credit-suisse.com
Email: liabilitymanagement.europe@citi.com

Goldman, Sachs & Co.                             Morgan Stanley & Co. International plc
200 West Street                                  25 Cabot Square
New York, NY 10282                               Canary Wharf
United States                                    London E14 4QA
                                                 United Kingdom

U.S. Toll Free: +1 (800) 828-3182                U.S. Toll Free: +1 (800) 624-1808
Collect: +1 (212) 357-1057                       Collect: +1 (212) 761-1057
In Europe: +44 20 7774 9862                      In Europe: +44 20 7677 5040
Attention: Liability Management Group            Attention: Liability Management
Email: liabilitymanagement.eu@gs.com             Email:
                                                 liabilitymanagement.europe@morganstanley.com

UBS Securities LLC
1285 Avenue of the Americas
New York, New York 10019
United States of America

U.S. Toll Free: +1 (888) 719-4210
Collect: +1 (203) 719-4210
In Europe: +44 20 7568 2133
Attention: Liability Management Group
Email: ol-liabilitymanagement-eu@ubs.com




                                              
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: Andrew Beck
Confirmation: +1 (212) 269 5552
Email: anglo@dfking.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, the Non-U.S. Offers and the New Issue 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.

NOTICE AND DISCLAIMER

Subject to applicable law, the Company or any of its affiliates may at any time following 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.


Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)




                                                     

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