| Thu 26 Jun 2008, 11:00 | | ANG - Anglogold Ashanti - Oversubscription Of The Ads Rights Offer |
|
ANG
ANANO
ANG - Anglogold Ashanti - Oversubscription Of The Ads Rights Offer
AngloGold Ashanti Limited
Incorporated in the Republic of South Africa
Registration Number: 1944/017354/06)
ISIN Number:ZAE000043485
JSE Share Code: ANG
("AngloGold Ashanti/Company")
This is not an offer for the sale of securities. Not for release or distribution
in or into the United States
ANGLOGOLD ASHANTI - OVERSUBSCRIPTION OF THE ADS RIGHTS OFFER
The Bank of New York, AngloGold Ashanti`s American Depositary Share ("ADS")
rights agent, has received acceptances and oversubscriptions for approximately
28.2 million ADS following the close of AngloGold Ashanti`s ADS rights offer on
Monday, 23 June 2008. This represents a take-up ratio of approximately 128%.
In addition, The Bank of New York has received subscriptions and
oversubscriptions for an additional 6.4 million ADSs pursuant to notice of
guaranteed delivery procedures, which permit subscriptions by ADS rights holders
that were unable to deliver their ADS rights to the ADS rights agent before the
expiration of the ADS rights provided that their rights are received by the ADS
rights agent no later than 5:00 p.m. New York City time on the third New York
Stock Exchange trading date following their execution of the notice of
guaranteed delivery. If a subscriber pursuant to a notice of guaranteed
delivery fails to deliver its ADS rights on time, The Bank of New York will
refund the amount deposited by such subscriber, without interest, after
deducting any expenses incurred from the failed guaranteed delivery. The final
number of subscriptions and oversubscriptions for ADSs pursuant to valid
guaranteed deliveries, which may be lower than 6.4 million ADS, will be
announced when the guaranteed delivery period expires.
As of the ADS record date of 3 June 2008 there were 89,266,223 ADS in issue,
representing 32.1% of AngloGold Ashanti`s issued ordinary shares. The ADS rights
offer forms part of the ordinary share rights offer which expires on 4 July
2008.
Major Shareholder Participation
Anglo South Africa Capital (Proprietary) Limited ("Anglo American") currently
owns approximately 16.6% of AngloGold Ashanti`s issued ordinary shares. Anglo
American has advised that they will be subscribing for 11,172,254 ordinary
shares in the ordinary share rights offer, which, assuming exercise of all
outstanding ADS rights and ordinary shares, will result in it holding 16.5% of
the issued ordinary shares after completion of the ordinary shares rights offer.
Anglo American has confirmed to AngloGold Ashanti that it will not offer,
sell or allot any shares, or other securities that are convertible into, or
exchangeable for, or represent the right to receive, ordinary shares, for a 90-
day period from the time AngloGold Ashanti first delivers shares to subscribers
following the exercise of rights by such subscribers.
The Government of Ghana currently owns approximately 3.3% of AngloGold
Ashanti`s issued ordinary shares and has agreed to subscribe for its entire
entitlement under the ordinary shares rights offer.
As previously announced, Allan Gray Limited has agreed to procure that its
clients currently holding approximately 11.2% of AngloGold Ashanti`s issued
ordinary shares will subscribe for their entire entitlement under the rights
offer. In addition, the Public Investment Corporation currently owns
approximately 8.5% of AngloGold Ashanti`s issued ordinary shares and has agreed
to subscribe for its entire entitlement under the ordinary shares rights offer.
Ordinary Share Rights Offer
As announced on 23 May 2008, the renounceable rights offer of 69,470,442 new
ordinary shares of ZAR 25 cents each to AngloGold Ashanti ordinary and E
shareholders and AngloGold Ashanti ADS holders is at a subscription price of
ZAR194.00 per rights offer share or ADS and in the ratio of 24.6403 rights offer
shares for every 100 AngloGold Ashanti shares or ADS held.
The last day to trade the ordinary share letters of allocation on the JSE
Limited is Friday, 27 June 2008. The ordinary share rights offer closes at 12:00
pm (South African time) on Friday, 4 July 2008. The results of the rights offer
are expected to be announced on Monday, 7 July 2008.
ENDS
Johannesburg
JSE Sponsor: UBS
26 June 2008
Goldman Sachs International, Morgan Stanley & Co. International plc and J.P.
Morgan Securities Ltd., which are regulated in the United Kingdom by the
Financial Services Authority, are acting for AngloGold Ashanti and no-one else
in connection with the rights offer and will not be responsible to anyone other
than AngloGold Ashanti for providing the protections afforded to clients of
Goldman Sachs International, Morgan Stanley & Co. International plc and J.P.
Morgan Securities Ltd. nor for providing advice in connection with the rights
offer. UBS Limited is acting for AngloGold Ashanti and no-one else in connection
with the rights offer and will not be responsible to anyone other than AngloGold
Ashanti for providing the protections afforded to clients of UBS Limited nor for
providing advice in connection with the rights offer.
This announcement shall not constitute an offer to sell or the solicitation
of an offer to buy securities, nor shall there be any sale of the securities
described herein, in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities
laws of such jurisdiction. AngloGold Ashanti has filed a registration
statement in the United States under the Securities Act of 1933, as amended, in
connection with the offer and sale of the securities described herein and such
securities were registered for offer and sale in the United States. Any public
offering of securities in the United States has been or is being made by means
of a prospectus and a related prospectus supplement that form part of this
registration statement and that contains detailed information about AngloGold
Ashanti and its management, as well as financial statements. Such prospectus may
be obtained from AngloGold Ashanti at 76 Jeppe Street, Newtown, Johannesburg,
South Africa.
The rights offer described in this announcement is only addressed to and
directed at persons in member states of the European Economic Area, or EEA, who
are "Qualified Investors" within the meaning of Article 2(1)(e) of the
Prospectus Directive. In addition, in the United Kingdom, the rights offering is
only addressed to and directed at (1) Qualified Investors who are investment
professionals falling within Article 19(5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (the "Order"), or high net worth
entities falling within Article 49(2)(a)-(d) of the Order or (2) persons to whom
it may otherwise lawfully be communicated (all such persons together being
referred to as "Relevant Persons"). The new shares are only available to, and
any invitation, offer or agreement to subscribe, purchase or otherwise acquire
such securities will be engaged in only with, (1) in the United Kingdom,
Relevant Persons and (2) in any member state of the EEA other than the United
Kingdom, Qualified Investors. In addition, due to restrictions under securities
laws, the rights offer is not available to persons who are residents in Japan.
The rights offer is also not addressed to, or directed at, holders of AngloGold
Ashanti GhDSs in Ghana or holders of AngloGold Ashanti CDIs who are resident
outside Australia.
This announcement includes "forward-looking information" within the meaning of
Section 27A of the Securities Act, and Section 21E of the Securities Exchange
Act of 1934, as amended. All statements other than statements of historical
fact are, or may be deemed to be, forward-looking statements, including, without
limitation those concerning: AngloGold Ashanti`s strategy to reduce its gold
hedging position including the extent and effect of the hedge reduction; the
economic outlook for the gold mining industry; expectations regarding gold
prices, production, costs and other operating results; growth prospects and
outlook of AngloGold Ashanti`s operations, individually or in the aggregate,
including the completion and commencement of commercial operations at AngloGold
Ashanti`s exploration and production projects and the completion of acquisitions
and dispositions; AngloGold Ashanti`s liquidity and capital resources and
expenditure; and the outcome and consequences of any pending litigation
proceedings. These forward-looking statements are not based on historical
facts, but rather reflect AngloGold Ashanti`s current expectations concerning
future results and events and generally may be identified by the use of forward-
looking words or phrases such as "believe", "aim", "expect", "anticipate",
"intend", "foresee", "forecast", "likely", "should", "planned", "may",
"estimated", "potential" or other similar words and phrases. Similarly,
statements that describe AngloGold Ashanti`s objectives, plans or goals are or
may be forward-looking statements.
These forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause the AngloGold Ashanti`s actual
results, performance or achievements to differ materially from the anticipated
results, performance or achievements expressed or implied by these forward-
looking statements. Although AngloGold Ashanti believes that the expectations
reflected in these forward-looking statements are reasonable, no assurance can
be given that such expectations will prove to have been correct.
For a discussion of such risk factors, shareholders should refer to the
annual report on Form 20-F for the year ended 31 December 2007, which was filed
with the Securities and Exchange Commission on 19 May 2008. These factors are
not necessarily all of the important factors that could cause AngloGold
Ashanti`s actual results to differ materially from those expressed in any
forward-looking statements. Other unknown or unpredictable factors could also
have material adverse effects on future results.
In connection with the proposed merger transaction involving AngloGold
Ashanti and Golden Cycle Gold Corporation, AngloGold Ashanti has filed with the
SEC a registration statement on Form F-4 and GCGC will mail a proxy
statement/prospectus to its stockholders, and each will be filing other
documents regarding the proposed transaction with the U.S. Securities and
Exchange Commission ("SEC") as well. BEFORE MAKING ANY VOTING OR INVESTMENT
DECISION, INVESTORS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS REGARDING
THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS CAREFULLY WHEN THEY
BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
PROPOSED TRANSACTION. The final proxy statement/prospectus will be mailed to
GCGC`s stockholders. Stockholders will be able to obtain a free copy of the
proxy statement/prospectus, as well as other filings containing information
about AngloGold Ashanti and GCGC, without charge, at the SEC`s Internet site
(http://www.sec.gov). Copies of the proxy statement/prospectus and the filings
with the SEC that will be incorporated by reference in the proxy
statement/prospectus can also be obtained, without charge, by directing a
request to AngloGold Ashanti, 76 Jeppe Street, Newtown, Johannesburg, 2001 (PO
Box 62117, Marshalltown, 2107) South Africa, Attention: Investor Relations, +27
11 637 6385, or to Golden Cycle Gold Corporation, 1515 S. Tejon, Suite 201,
Colorado Springs, CO 80906, Attention: Chief Executive Officer, (719) 471-9013.
Date: 26/06/2008 11:00:02 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
