Last checked at 21 Sep 2017 14:25
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)
21 September 2017.
Further to its indicative results announcement earlier today, Anglo American Capital plc[1] (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 Rate | Purchase Yield | Purchase Spread | Purchase Price | Series Acceptance Amounts | Pro-Rating Factor | Accrued Interest | Aggregate nominal amount outstanding after the Settlement Date |
Any and All Notes | |||||||||
€600,000,000 1.500 per cent. Notes due 1 April 2020(the "Notes due April 2020") | XS1211292484 | -0.106 per cent. | 0.044 per cent. | 15 bps | 103.661 per cent. | €394,631,000 | N/A | 0.73 per cent. | €205,369,000 |
Capped Notes | |||||||||
€750,000,000 2.500 per cent. Notes due 18 September 2018 (the "Notes due September 2018") | XS0830380639 | N.A. | -0.150 per cent. | N.A. | 102.603 per cent. | €88,948,000 | N.A. | 0.05 per cent. | €159,832,000 |
€750,000,000 2.750 per cent. Notes due 7 June 2019(the "Notes due June 2019") | XS0789283792 | N.A. | -0.100 per cent. | N.A. | 104.848 per cent. | €216,508,000 | N.A. | 0.83 per cent. | €357,496,000 |
€600,000,000 2.875 per cent. Notes due 20 November 2020 (the "Notes due November 2020") | XS0995040051 | -0.024 per cent. | 0.176 per cent. | 20 bps | 108.479 per cent. | €245,723,000 | N.A. | 2.43 per cent. | €354,277,000 |
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 25 Ropemaker Street London EC2Y 9AJ United Kingdom | Arabellastrasse 12 D-81925 Munich Germany | |
Tel: +44 207 577 4048/+44 207 577 4218 Attention: Liability Management Group Email: DCM-LM@int.sc.mufg.jp | Tel: +49 89 378 13722 Attention: Liability Management 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.