Anglo American PLC Result of Tender Offer (0507Z)

TIDMAAL TIDM33VY

RNS Number : 0507Z

Anglo American PLC

15 September 2020

Anglo American plc (the "Company")

Registered office: 20 Carlton House Terrace, London SW1Y 5AN

Registered number: 3564138 (incorporated in England and Wales)

Legal Entity Identifier: 549300S9XF92D1X8ME43

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 (SEE "DISTRIBUTION RESTRICTIONS" BELOW)

September 15, 2020

ANGLO AMERICAN CAPITAL PLC(1) ANNOUNCES RESULTS OF CASH TER OFFER FOR A SERIES OF ITS U.S. DOLLAR SECURITIES

Anglo American Capital plc (the "Company") invited holders of its U.S.$600,000,000 4.125% Senior Securities due September 27, 2022 (CUSIP: 034863AG5 and G03762CH5) (ISIN: US034863AG56 and USG03762CH52) guaranteed by Anglo American plc(2) (the "Securities") to tender any and all of their Securities for purchase by the Company for cash (the "Tender Offer"), on the terms of, and subject to the conditions contained in the tender offer memorandum dated September 8, 2020 (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.

The Company hereby announces that (subject to the satisfaction or waiver of the New Issue Condition on or before the Settlement Date) it will accept for purchase all validly tendered Securities pursuant to the Tender Offer and that (i) the aggregate nominal amount of Securities validly accepted (the "Acceptance Amount") is U.S.$240,306,000, the Company has not received any notices of guaranteed delivery, (ii) the Reference Yield is 0.133 per cent., (iii) the Purchase Spread is 70 bps, (iv) the Purchase Yield is 0.833 per cent. and (v) the Purchase Price (per U.S.$1,000 nominal amount) is U.S.$1,066.06.

The Company will pay for the Securities accepted by it for purchase pursuant to the Tender Offer, an amount in U.S. dollars (the "Tender Consideration") equal to the sum of:

1. the product of (x) the Purchase Price; and (y) the nominal amount of the Securities accepted for purchase, divided by U.S.$1,000, rounded to the nearest U.S.$0.01, with U.S.$0.005 being rounded upwards; and

2. the Accrued Interest Amount in respect of such Securities, rounded to the nearest U.S.$0.01, with U.S.$0.005 being rounded upwards.

Securities purchased by the Company pursuant to the Tender Offer will be cancelled and will not be re-issued or re-sold.

The Settlement Date for the Tender Offer and payment of the Tender Consideration in respect of Securities validly tendered is expected to take place on September 17, 2020.

FURTHER INFORMATION

D.F. King has been appointed by the Company as Information and Tender Agent for the purposes of the Tender Offer.

BNP Paribas, Goldman Sachs & Co. LLC, HSBC Securities (USA) Inc. and Santander Investment Securities Inc. have been appointed as Dealer Managers for the purposes of the Tender Offer.

Requests for information in relation to the Tender Offer should be directed to:

DEALER MANAGERS

 
                                BNP Paribas                                           Goldman Sachs & Co. LLC 
                         16, boulevard des Italiens                                        200 West Street 
                                 75009 Paris                                             New York, NY 10282 
                                   France                                                   United States 
 
                       Attention: Liability Management                             Attention: Liability Management 
                                    Group                                                       Group 
                            In the United States:                                       In the United States: 
                         Toll Free: + 1 888 210 4358                                  Collect: [phone] 
                                 In Europe:                                          Toll Free: [phone] 
                        Telephone: [phone]                                         In Europe: 
                 E-mail: [e-mail]                         Telephone: [phone] 
                                                                                E-mail: [e-mail] 
                         HSBC Securities (USA) Inc.                               Santander Investment Securities 
                              452 Fifth Avenue                                                  Inc. 
                             New York, NY, 10018                                         45 East 53rd Street 
                          United States of America                                       New York, NY 10022 
                                                                                            United States 
                       Attention: Liability Management 
                      Telephone (U.S. Collect): +1 212                             Attention: Liability Management 
                                  525 5552                                       Telephone (U.S. Collect): +1 (212) 
                       Telephone (U.S. Toll-Free): +1                                         940-1442 
                                888 HSBC 4LM                                       Telephone (U.S. Toll-Free): +1 
                                 In Europe:                                                [phone] 
                         Telephone: [phone]                                         In Europe: 
                   Email: [e-mail]                          Telephone: [phone] 
                         Requests for information in relation to the procedures for tendering 
                            Securities in the Tender Offer and the submission of Electronic 
                            Offer Instructions or for copies of the Tender Offer Memorandum, 
                       form of guaranteed delivery (as described in the Tender Offer Memorandum) 
                                      or related documents should be directed to: 
 
                                            THE INFORMATION AND TER AGENT 
 
                                                 D.F. King & Co., Inc. 
 
                               Offer Website : https://sites.dfkingltd.com/angloamerican 
                                           Email: [e-mail] 
 
                                In New York                                                In London 
 
                        48 Wall Street, 22(nd) Floor                                   65 Gresham Street 
                          New York, New York 10005                                      London EC2V 7NQ 
                          United States of America                                       United Kingdom 
 
                      Tel: [phone] / Toll Free:                              Tel: [phone] 
                               [phone] 
                       By Facsimile: [phone] 
                           Attention: Andrew Beck 
                       Confirmation: [phone] 
 
 
 

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 Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Matthew Looseley (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 and from time to time following completion or cancellation of the Tender Offer 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 Offer but not accepted for purchase) through open market purchases, privately negotiated transactions, Tender Offer, exchange offers or otherwise, in each case on terms that may be more or less favorable than those contemplated by the Tender Offer.

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 Dealer Managers and the Information and Tender Agent to inform themselves about and to observe any such restrictions.

_____________________________________

   (1)     (LEI TINT358G1SSHR3L3PW36) 
   (2)         (LEI 549300S9XF92D1X8ME43) 

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September 15, 2020 06:26 ET (10:26 GMT)