Anglo American PLC Result of Tender Offer (8838H)

TIDMAAL TIDM38JO

RNS Number : 8838H

Anglo American PLC

15 March 2018

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)

15 March 2018.

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") for an aggregate consideration of up to the Total Funds Available, in each case upon the terms and subject to the conditions set out in the tender offer memorandum dated 7 March 2018 (the "Tender Offer Memorandum") prepared by the Company. The Tender Offers expired at 16:00 hours (London time) on 14 March 2018. 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 the Series Acceptance Amounts for each series of Notes set out in the table below, which also includes the relevant Purchase Price, the relevant Purchase Yield, Accrued Interest and, in respect of the Fixed Spread Notes accepted for purchase, the relevant Reference Rate:

 
      Notes             ISIN        Reference    Purchase    Purchase    Purchase        Series       Pro-Rating   Accrued      Aggregate 
                                       Rate        Yield      Spread       Price       Acceptance       Factor     Interest   nominal amount 
                                                                                        Amounts                                outstanding 
                                                                                                                                after the 
                                                                                                                                Settlement 
                                                                                                                                   Date 
-----------------  --------------  -----------  ----------  ----------  ----------  ---------------  -----------  ---------  --------------- 
  EUR750,000,000 
  2.750 per cent. 
    Notes due 7 
     June 2019                                                            103.605                                  2.14726 
  (the "Notes due                                -0.2 per                   per                                      per 
    June 2019")     XS0789283792       N.A.        cent.       N.A.        cent.     EUR78,075,000       N.A.       cent.     EUR279,421,000 
-----------------  --------------  -----------  ----------  ----------  ----------  ---------------  -----------  ---------  --------------- 
  EUR600,000,000 
  1.500 per cent. 
    Notes due 1 
    April 2020                                                            103.053                                  1.44658 
  (the "Notes due                                 0.0 per                   per                                      per 
   April 2020")     XS1211292484       N.A.        cent.       N.A.        cent.     EUR66,769,000       N.A.       cent.     EUR138,600,000 
-----------------  --------------  -----------  ----------  ----------  ----------  ---------------  -----------  ---------  --------------- 
  EUR600,000,000 
  2.875 per cent. 
   Notes due 20 
   November 2020                                                          107.598                                  0.93733 
  (the "Notes due                   -0.018 per   0.032 per                  per                                      per 
  November 2020")   XS0995040051       cent.       cent.       5 bps       cent.     EUR73,742,000       N.A.       cent.     EUR280,535,000 
-----------------  --------------  -----------  ----------  ----------  ----------  ---------------  -----------  ---------  --------------- 
  EUR750,000,000 
  2.500 per cent. 
   Notes due 29 
  April 2021 (the                                                         107.340                                  2.21918 
    "Notes due                      0.065 per    0.135 per                  per                                      per 
   April 2021")     XS0923361827       cent.       cent.       7 bps       cent.     EUR372,181,000      N.A.       cent.     EUR377,819,000 
-----------------  --------------  -----------  ----------  ----------  ----------  ---------------  -----------  ---------  --------------- 
 

The aggregate nominal amount of validly tendered Notes the Company will therefore accept for purchase pursuant to the Tender Offers is EUR590,767,000 (US$728,917,863 equivalent).

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 19 March 2018.

Notes that have not been tendered or accepted for purchase pursuant to the Tender Offers will remain outstanding.

Banco Bilbao Vizcaya Argentaria, S.A., Banco Santander, S.A., HSBC Bank plc and SMBC Nikko Capital Markets Limited are acting as Joint Dealer Managers for the Tender Offers and Lucid Issuer Services Limited is acting as Tender Agent.

 
                                    JOINT DEALER MANAGERS 
 
       Banco Bilbao Vizcaya Argentaria,                     Banco Santander, S.A. 
                     S.A. 
           44(th) Floor, One Canada                        Ciudad Grupo Santander 
                    Square                                     Edificio Encinar 
                London E14 5AA                             Avenida de Cantabaria, 
                                                            s/n 28660 Boadilla del 
                                                                    Monte 
                United Kingdom                                     Madrid 
                                                                    Spain 
 
            Tel: [phone]                          Tel: [phone]/ 
                                                               [phone] 
       Attention: Liability Management                 Attention: Liability Management 
     Email: [e-mail]         Email: [e-mail]/ 
                                                        [e-mail] 
 
                HSBC Bank plc                            SMBC Nikko Capital Markets 
                                                                   Limited 
               8 Canada Square                                 One New Change 
                London E14 5HQ                                 London EC4M 9AF 
                United Kingdom                                  United Kingdom 
 
            Tel: [phone]                           Tel: [phone] 
       Attention: Liability Management                 Attention: Liability Management 
                     Group 
           Email: [e-mail]                   Email: [e-mail] 
 
 
                 THE TENDER AGENT 
 
         Lucid Issuer Services Limited 
                Tankerton Works 
                 12 Argyle Walk 
                London WC1H 8HA 
                 United Kingdom 
             Tel: [phone] 
  Attention: David Shilson / Alexander Yangaev 
       Email: [e-mail] 
 
 
 
 

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.

   (1)                (LEI TINT358G1SSHR3L3PW36) 

This information is provided by RNS

The company news service from the London Stock Exchange

END

RTEJAMITMBBBBBP

(END) Dow Jones Newswires

March 15, 2018 10:30 ET (14:30 GMT)