Termination of Tender Offers

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

March 31, 2017

ANGLO AMERICAN CAPITAL PLC ANNOUNCES TERMINATION OF TENDER OFFERS

Further to its announcement on March 20, 2017 in connection with the Tender Offers for the securities listed below (the "Securities"), Anglo American Capital plc1 (the "Company") has today terminated the Tender Offers.

The Tender Offers were made on the terms and subject to the conditions set out in the tender offer memorandum dated March 20, 2017 (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.

Title of Securities	ISINs	CUSIP Numbers	Outstanding Nominal Amount
U.S.$850,000,000 3.625% Senior Securities due May 14, 2020 guaranteed by Anglo American plc2 (the "Securities due May 2020")	US034863AN08 and USG0446NAH73	034863AN0 and G0446NAH7	U.S.$850,000,000
U.S.$500,000,000 4.450% Senior Securities due September 27, 2020 guaranteed by Anglo American plc (the "Securities due September 2020")	US034863AD26 and USG03762CE22	034863AD2 and G03762CE2	U.S.$500,000,000

 

As at the time of this announcement the New Issue Condition has not been satisfied. The Company does not expect the New Issue Condition to be satisfied on April 3, 2017 (being the date the Company expected to announce the early participation results of the Tender Offers). In accordance with the terms and conditions of the Tender Offers, the Company has taken the decision to terminate the Tender Offers today and consequently will not accept any tenders of Securities for purchase.

Any Securities in respect of which Electronic Offer Instructions have been submitted prior to this announcement will be unblocked in DTC. All Securities previously tendered and not withdrawn will be returned to their respective Holders as soon as possible.

 

 

 

 

GLOBAL COORDINATORS
Citigroup Global Markets Limited	Morgan Stanley & Co. International plc
Citigroup Centre	25 Cabot Square
Canada Square	Canary Wharf
Canary Wharf	London E14 4QA
London E14 5LB	United Kingdom
United Kingdom

JOINT DEALER MANAGERS

Citigroup Global Markets Limited	Credit Suisse Securities (Europe) Limited
Citigroup Centre	One Cabot Square
Canada Square	Canary Wharf
Canary Wharf	London E14 4QJ
London E14 5LB	United Kingdom
United Kingdom
	U.S. Tel: +1 800 820 1653
U.S. Toll Free: +1 (800) 558-3745	Collect: +1 212 538 2147
Collect: +1 (212) 723-6106	In Europe: + 44 20 7888 8763 / +44 20 7888 9350
In Europe: +44 20 7986 8969	Attention: Liability Management Group
Attention: Liability Management Group	Email: [email protected]
Email: [email protected]
Goldman, Sachs & Co.	Morgan Stanley & Co. International plc
200 West Street	25 Cabot Square
New York, NY 10282	Canary Wharf
United States	London E14 4QA
	United Kingdom
U.S. Toll Free: +1 (800) 828-3182	U.S. Toll Free: +1 (800) 624-1808
Collect: +1 (212) 357-1057	Collect: +1 (212) 761-1057
In Europe: +44 20 7774 9862	In Europe: +44 20 7677 5040
Attention: Liability Management Group Email: [email protected]	Attention: Liability Management Email: [email protected]
UBS Securities LLC
1285 Avenue of the Americas
New York, New York 10019
United States of America
U.S. Toll Free: +1 (888) 719-4210
Collect: +1 (203) 719-4210
In Europe: +44 20 7568 2133
Attention: Liability Management Group Email: [email protected]

 

 

 

THE INFORMATION AND TENDER AGENT

D.F. King & Co., Inc.

48 Wall Street, 22nd Floor New York, New York 10005 United States

Tel: +1 212 269 5550 / Toll Free: 1800 330 5897

By Facsimile: (212) 709 3328 Attention: Andrew Beck

Confirmation: +1 (212) 269 5552 Email: [email protected]

 

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, the Non-U.S. Offers and the New Issue 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.

NOTICE AND DISCLAIMER

Subject to applicable law, the Company or any of its affiliates may at any time following cancellation of the Tender Offers 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 Offers 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 Offers.