17:31 Mon 14 Sep 2020
Anglo American PLC - Pricing for USD Tender Offer
Registered office: 20
Registered number: 3564138 (incorporated in
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 "OFFER AND DISTRIBUTION RESTRICTIONS" BELOW)
September 14, 2020
Further to its launch announcement on September 8, 2020,
Holders are advised to read carefully the Tender Offer Memorandum for full details of, and information on the procedures for participating in, the Tender Offer.
The Company hereby announces that the Purchase Price, Reference Yield, Purchase Spread and Purchase Yield are as set out in the table below.
Title of Securities |
ISINs and CUSIP Numbers |
Purchase Price* (per U.S. |
Reference Yield |
Purchase Spread |
Purchase Yield |
Reference |
Bloomberg Reference Page** |
U.S.$600,000,000 4.125% |
US034863AG56 and USG03762CH52 034863AG5 and G03762CH5 |
U.S.$1,066.06 |
0.133 per cent. |
70 bps |
0.833 per cent. |
0.125% |
PX1 |
* Holders will receive accrued and unpaid interest up to, but excluding, the settlement date.
** The applicable page on Bloomberg from which the Dealer Managers will quote the bid side price of the Reference
The Tender Offer is scheduled to expire at
In order to receive the Tender Consideration, holders of Securities must validly tender (and not validly withdraw) their Securities by the Expiration Time, by delivering, or arranging to have delivered on their behalf, a valid Electronic Offer Instruction that is received by the Information and Tender Agent by the Expiration Time.
Upon the terms and subject to the conditions set forth in the Tender Offer Memorandum, holders who (i) validly tender their Securities at or prior to the Expiration Time or (ii) validly tender their Securities at or prior to the Guaranteed Delivery Date pursuant to the guaranteed delivery procedures, and in either case do not validly withdraw their tender, and whose Securities are accepted for purchase by the Company, will receive the Tender Consideration in respect of Securities accepted for purchase on the Settlement Date.
The results of the Tender Offer are expected to be announced on September 15, 2020. The acceptance of Securities for purchase is conditional on the satisfaction of the conditions of the Tender Offer as provided in the Tender Offer Memorandum, including the satisfaction or waiver of the New Issue Condition. The Settlement Date for the Tender Offer is expected to be September 17, 2020 (subject to the satisfaction or waiver of the New Issue Condition).
Securities purchased by the Company pursuant to the Tender Offer will be cancelled and will not be re-issued or re-sold.
[1] (LEI TINT358G1SSHR3L3PW36)
[2] (LEI 549300S9XF92D1X8ME43)
FURTHER INFORMATION
Holders of Securities may access the Tender Offer Memorandum and the form of notice of guaranteed delivery (as described in the Tender Offer Memorandum) at https://sites.dfkingltd.com/angloamerican.
Requests for information in relation to the Tender Offer should be directed to:
DEALER MANAGERS
16, boulevard des Italiens 75009
Attention: In Toll Free: + 1 888 210 4358 In Telephone: +33 1 55 77 78 94 |
Attention: In Collect: +1 212 357-0215 Toll Free: +1 800 828-3182 In Telephone: +44 20 7774 9862 E-mail: liabilitymanagement.eu@gs.com
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Attention: Liability Management Telephone ( Telephone ( In Telephone: +44 20 7992 6237 |
Attention: Liability Management Telephone ( Telephone ( In Telephone: +44 (0) 7418 709 688 |
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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 or related documents should be directed to: |
THE INFORMATION AND TENDER AGENT |
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Offer Website: https://sites.dfkingltd.com/angloamerican Email: angloamerican@dfkingltd.com |
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In
Tel: +1 212 269 5550 / Toll Free: (877) 865-5051 By Facsimile: +1 (212) 709 3328 Attention: Confirmation: +1 (212) 269 5552 |
In
Tel: +44 20 7920 9700
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This announcement is released by
NOTICE AND DISCLAIMER
Nothing in this announcement or the Tender Offer Memorandum constitutes an offer of securities in
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 offers, 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. This announcement and the Tender Offer Memorandum contain important information which must be read carefully before any decision is made with respect to the Tender Offer. If any holder of Securities is in any doubt as to the action it should take, 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. Any individual or company whose Securities are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to participate in the Tender Offer. None of the Company, the Dealer Managers, the Information and Tender Agent and any person who controls, or is a director, officer, employee or agent of such persons, or any affiliate of such persons, makes any recommendation as to whether holders of Securities should participate in the Tender Offer.
OFFER AND DISTRIBUTION RESTRICTIONS
This announcement and the Tender Offer Memorandum do not constitute an invitation to participate in the Tender Offer in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such offer or invitation or for there to be such participation under applicable securities laws. 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.
The communication of this announcement, the Tender Offer Memorandum and any other documents or materials relating to the Tender Offer are not being made by, and such documents and/or materials have not been approved by, an authorized person for the purposes of section 21 of the Financial Services and Markets Act 2000. Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the
None of the Tender Offer, this announcement, the Tender Offer Memorandum or any other documents or materials relating to the Tender Offer have been or will be submitted to the clearance procedures of the Commissione Nazionale per le Società e la Borsa ("CONSOB") pursuant to Italian laws and regulations. The Tender Offer is being carried out in the
Any holder or beneficial owner of Securities located in
Neither this announcement, the Tender Offer Memorandum nor any other document or material relating to the Tender Offer have only been and shall only be distributed in
General
The Tender Offer does not constitute an offer to buy or the solicitation of an offer to sell Securities (and Offers to Sell will not be accepted from Holders) in any circumstances in which such offer or solicitation is unlawful. In those jurisdictions where the securities or other laws require the Tender Offer to be made by a licensed broker or dealer or similar and any of the Dealer Managers or any of the Dealer Managers' respective affiliates is such a licensed broker or dealer in any such jurisdiction, the Tender Offer shall be deemed to be made by such Dealer Manager or such affiliate, as the case may be, on behalf of the Company in such jurisdiction.
Each Holder participating in the Tender Offer will be deemed to give certain representations in respect of the jurisdictions referred to above and generally as set out in the Tender Offer Memorandum. Any tender of Securities for purchase pursuant to an Offer to Sell pursuant to the Tender Offer from a Holder that is unable to make these representations may be rejected. Each of the Company, the Dealer Managers and the Information and Tender Agent reserves the right, in its absolute discretion (and without prejudice to the relevant Holder's responsibility for the representations made by it), to investigate, in relation to any tender of Securities for purchase pursuant to the Tender Offer, whether any such representation given by a Holder is correct and, if such investigation is undertaken and as a result the Company determines (for any reason) that such representation is not correct, such Offer to Sell may be rejected.
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