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Anglo American Capital plc announces final results and pricing of tender offers for certain of its notes
Anglo American plc
Registered office: 20 Carlton House Terrace, London SW1Y 5AN
Registered number: 3564138 (incorporated in England and Wales)
Legal Entity Identifier: 549300S9XF92D1X8ME43
ISIN: GBOOB1XZS820
JSE Share Code: AGL
NSX Share Code: ANM
Anglo American Capital plc announces final 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)
Further to its indicative results announcement earlier today, Anglo American Capital plc1 (the “Company”)
announces the final results and pricing 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.
The Company hereby announces it will accept for purchase all validly tendered Notes pursuant to the Tender
Offers on the basis of (i) the Any and All Notes Acceptance Amount; and (ii) the Series Acceptance
Amounts for each series of Capped Notes set out in the table below, which also includes the relevant
Purchase Price, Accrued Interest and, in respect of the Fixed Spread Notes accepted for purchase, the
relevant Reference Rate:
Notes ISIN Reference Purchase Purchase Purchase Series Acceptance Pro-Rating Accrued Aggregate
Rate Yield Spread Price Amounts Factor Interest nominal
amount
outstanding
after the
Settlement Date
Any and All Notes
€600,000,000 1.500 XS1211292484 -0.106 per 0.044 per 15 bps 103.661 per €394,631,000 N/A 0.73 per €205,369,000
per cent. Notes due cent. cent. cent. cent.
1 April 2020
(the “Notes due
April 2020”)
Capped Notes
€750,000,000 2.500 XS0830380639 N.A. -0.150 per N.A. 102.603 per €88,948,000 N.A. 0.05 per €159,832,000
per cent. Notes due cent. cent. cent.
18 September 2018
(the “Notes due
September 2018”)
€750,000,000 2.750 XS0789283792 N.A. -0.100 per N.A. 104.848 per €216,508,000 N.A. 0.83 per €357,496,000
per cent. Notes due cent. cent. cent.
7 June 2019
(the “Notes due
June 2019”)
1
(LEI TINT358G1SSHR3L3PW36)
€600,000,000 2.875 XS0995040051 -0.024 per 0.176 per 20 bps 108.479 per €245,723,000 N.A. 2.43 per €354,277,000
per cent. Notes due cent. cent. cent. cent.
20 November 2020
(the “Notes due
November 2020”)
Settlement
Settlement of the Tender Offers and payment of the Tender Consideration in respect of Notes accepted for
purchase is expected to take place on 25 September 2017.
Notes that have not been tendered or 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.
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 Bonds CS 70052
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/+44 207 577 4218 Tel: +49 89 378 13722
Attention: Liability Management Group Attention: Liability Management
Email: DCM-LM@int.sc.mufg.jp Email: corporate.lm@unicredit.de
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.
21 September 2017
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 21/09/2017 03:25:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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