| Thu 16 Apr 2009, 13:30 | | AGL - Anglo American places US$1.5 billion convertible bond |
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AGL
ANAAL
AGL - Anglo American places US$1.5 billion convertible bond
Anglo American plc
Incorporated in the United Kingdom
(Registration number: 3564138)
Short name: Anglo
Share code: AGL
ISIN number: GB00B1XZS820
("Anglo American plc" or "the company")
News Release
Anglo American places US$1.5 billion convertible bond
Anglo American plc (the "Company" or the "Issuer") is pleased to announce the
successful placement of its offering of US$1.5 billion principal amount of
Convertible Bonds (the "Bonds") due 2014 (the "Offering"), announced earlier
today. The proceeds of the Offering will be used for general corporate
purposes. Under the terms of the Offering, there will be a 90-day lock-up period
on issuances or sales of shares or equity-linked securities by the Company,
subject to certain customary exceptions.
The principal amount of the Bonds is US$1.5 billion. The offering may be
further increased to a maximum of US$1.7 billion if the over-allotment option
granted to the Joint Bookrunners is exercised in full and by 30 April at the
latest.
The Bonds will be convertible into new ordinary shares of Anglo American plc
("Shares") and will have a coupon of 4% per annum, payable in two semi-annual
instalments, and a conversion price of GBP18.6370. The Bonds will be issued at
100% of their principal amount and, unless previously redeemed, converted or
cancelled, will mature on the fifth anniversary of the issue of the Bonds in
2014. The Company will have the option to call the Bonds after the first three
years should the price of the Shares exceed 130% of the then prevailing
conversion price over a specified period.
Settlement and delivery of the Bonds is expected to take place on 7 May 2009.
Cynthia Carroll, Chief Executive of Anglo American, said: "We are very pleased
with the positive market response to this convertible issue, reflected in the
very strong demand for the issue and the 35% premium to the volume-weighted
average share price at pricing. Following decisive management actions to reduce
capex and operating costs, the suspension of the dividend, the disposal of the
Company`s residual stake in AngloGold Ashanti and the recent US$2bn bond
offering, this issue represents a further significant step in strengthening
Anglo American`s balance sheet. This series of measures further diversifies our
funding sources and provides us with additional financial flexibility,
positioning us strongly to weather the current economic environment and to
deliver long term shareholder value through our well funded growth pipeline."
Application will be made to the London Stock Exchange plc (the "London Stock
Exchange") for the Bonds to be listed on the Official List of the London Stock
Exchange and to be admitted to trading on the London Stock Exchange`s
Professional Securities Market. Listing particulars will be prepared in
connection with the listing of the Bonds.
The Bonds have been offered only to qualified investors within the meaning of
Directive 2003/71/EC of the European Parliament and the Council of November 4th,
2003, in accordance with the respective regulations of each country in which the
Bonds were offered. The Bonds have not been and will not be offered or sold in
the United States of America or to, or for the account or benefit of, US
Persons.
This offering was lead-managed by Goldman Sachs International and Morgan Stanley
& Co International plc acting as Joint Lead-Managers and Joint Bookrunners, with
BNP PARIBAS and UBS Limited as Co-Lead Managers.
In connection with the issue of the Bonds, Goldman Sachs International acting as
Stabilising Manager (or persons acting on behalf of it) may over-allot Bonds or
effect transactions with a view to supporting the market price of the Bonds at a
level higher than that which might otherwise prevail. However, there is no
assurance that Goldman Sachs International (or persons acting on behalf of it)
will undertake stabilisation action. Any stabilisation action may begin on or
after the date on which adequate public disclosure of the final terms of the
offer of the Bonds is made and, if begun, may be ended at any time, but it must
end no later than the earlier of 30 days after the issue date of the Bonds and
60 days after the date of the allotment of the Bonds. Any stabilisation action
or over-allotment must be conducted by Goldman Sachs International (or persons
acting on behalf of it) in accordance with all applicable laws and rules.
This announcement is for general information only and does not form part of any
offer to sell, or the solicitation of any offer to buy, securities. The
distribution of this announcement and the offer and sale of the securities
described in this announcement in certain jurisdictions may be restricted by
law. Any persons reading this announcement should inform themselves of and
observe any such restrictions.
This announcement is directed only at the following persons in the United
Kingdom: investment professionals falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order");
and high net worth entities, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order. If you are
in the United Kingdom and do not fall into one of the above categories, any
investment or investment activity to which this announcement relates is not
available to you, and will not be engaged in with you, and you should not act
upon, or rely upon, this announcement.
The Bonds being offered and the common shares issuable upon conversion of the
Bonds have not been registered under the US Securities Act of 1933 (the
"Securities Act") and may not be offered or sold in the United States or to, or
for the account or benefit of, US persons (as such term is defined in Regulation
S under the Securities Act) absent registration or an applicable exemption from
registration under the Securities Act and applicable state securities laws. This
press release does not constitute an offer to sell or the solicitation of an
offer to buy, nor shall there be any sale of these securities in any state in
which such offer, solicitation or sale would be unlawful.
For further information, please contact:
United Kingdom
Caroline Metcalfe, Investor Relations
Tel: +44 (0)20 7968 2192
James Wyatt-Tilby, Media Relations
Tel: +44 (0)20 7968 8759
South Africa
Anna Poulter, Investor Relations
Tel: +27 (0)11 638 2079
Pranill Ramchander, Media Relations
Tel: +27 (0)11 638 2592
Notes to Editors:
Anglo American plc is one of the world`s largest mining groups. With its
subsidiaries, joint ventures and associates, it is a global leader in platinum
group metals and diamonds, with significant interests in coal, base and ferrous
metals, as well as an industrial minerals business. The Group is geographically
diverse, with operations in Africa, Europe, South and North America, Australia
and Asia.
(www.angloamerican.co.uk)
16 April 2009
Sponsor
UBS South Africa (Pty) Ltd
Date: 16/04/2009 13:30:18 Produced by the JSE SENS Department.
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