| Thu 19 Feb 2004, 14:59 | | OFFERING OF CONVERTIBLE BONDS |
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AngloGold Limited - ANGLOGOLD ANNOUNCES THE LAUNCH OF AN OFFERING OF CONVERTIBLE
BONDS
AngloGold Limited
Incorporated in the Republic of South Africa
Registration Number: 1944/017354/06)
ISIN Number:ZAE000043485
JSE Share Code: ANG
("AngloGold")
This announcement may not be published, distributed or diffused in the United
States of America. See the important notice at the end of this announcement.
ANGLOGOLD LIMITED ANNOUNCES THE LAUNCH OF AN OFFERING OF US$900,000,000
CONVERTIBLE BONDS DUE 2009 (SUBJECT TO INCREASE BY UP TO US$100,000,000 PURSUANT
TO AN OPTION) BY ITS SUBSIDIARY, ANGLOGOLD HOLDINGS PLC, GUARANTEED BY ANGLOGOLD
LIMITED.
AngloGold Limited ("AngloGold") today announced the launch of an offering of
US$900,000,000 (subject to increase by up to US$100,000,000 pursuant to an
option) convertible bonds due 2009 (the "Bonds") by its wholly-owned subsidiary,
AngloGold Holdings plc (the "Issuer"). The Bonds are guaranteed by AngloGold.
The Bonds will be convertible into American Depositary Shares ("ADSs") of
AngloGold, with each ADS currently representing one ordinary share of AngloGold.
The proceeds of the offering of the Bonds will be used to repay outstanding
indebtedness, to pay transaction costs relating to the proposed merger with
Ashanti Goldfields Company Limited ("Ashanti") and for general corporate
purposes.
The final terms of the Bonds, including the financial effects of their issue
upon AngloGold, are expected to be announced after the pricing has been
determined. The closing and settlement date of the offering is expected to occur
on or about 27 February 2004. The issue of the Bonds remains subject to
AngloGold providing an opinion in accordance with Rule 5.53(b) of the Listings
Requirements of the JSE Securities Exchange South Africa, which requires that an
independent professional expert acceptable to the JSE indicates that the issue
of the Bonds is fair and reasonable to AngloGold shareholders.
AngloGold and the Issuer have agreed to a lock up period in respect of the
ordinary shares of AngloGold for a period of 90 days after the closing date of
the offering (both dates inclusive), subject to certain exceptions, including in
relation to the ordinary shares of AngloGold to be issued to implement the
proposed merger with Ashanti.
The Bonds will be sold outside the United States in reliance upon Regulation
S under the US Securities Act of 1933, as amended (the "Securities Act") and
will be sold in the United States to qualified institutional buyers in reliance
on Rule 144A under the Securities Act. Citigroup and Deutsche Bank are acting
as Joint Lead Managers. Dresdner Kleinwort Wasserstein are acting as financial
advisor to AngloGold.
Application has been made to the UK Listing Authority for the Bonds to be
admitted to the Official List and to the London Stock Exchange plc for the Bonds
to be admitted to trading on the London Stock Exchange plc"s market for listed
securities.
This announcement may not be published, distributed or diffused in the United
States of America (including its territories and possessions, every State in the
United States and the District of Columbia). This announcement does not
constitute an extension into the United States of the offer mentioned in this
announcement, nor does this announcement constitute nor form part of an offer to
sell securities or the solicitation of an offer to buy securities in the United
States. The securities mentioned in this press release have not been and will
not be registered under the Securities Act and may not be offered or sold in the
United States absent registration or exemption from registration under the
Securities Act. There will not be any public offering in the United States.
STABILISATION/FSA
This communication is for distribution only to persons in the United Kingdom
who: (i) have professional experience in matters relating to investments or (ii)
are persons falling within Article 49(2)(a) to (d) ("high net worth companies,
unincorporated associations etc.") of The Financial Services and Markets Act
2000 (Financial Promotion) Order 2001 (as amended) or to whom it may otherwise
lawfully be passed on (all such persons together being referred to as "relevant
persons"). This communication is directed only at relevant persons and must not
be acted on or relied on by persons who are not relevant persons. Any
investment or investment activity to which this communication relates is
available only to relevant persons and will be engaged in only with relevant
persons.
Dresdner Kleinwort Wasserstein Limited, which is authorised and regulated by
the Financial Services Authority, is acting as financial advisor to AngloGold
Limited and for no-one else in connection with this transaction and will not be
responsible to anyone other than AngloGold Limited for providing the protections
afforded to customers of Dresdner Kleinwort Wasserstein Limited, or for
affording advice in relation to the contents of this announcement or any matters
referred to herein
Johannesburg
19 February 2004
JSE Sponsor: UBS
Queries: www.anglogold.com
South Africa Tel: Mobile: E-mail:
Steve Lenahan +27 11 637 6248 +27 83 308 2200 slenahan@anglogold.com
Peta Baldwin +27 11 637 6647 27 83 273 7858 pbaldwin@anglogold.com
Shelagh Blackman +27 11 637 6379 +27 83 308 2471 skblackman@anglogold.com
United States
Charles Carter Toll free:800 417 9255/+1 212 750 7999 cecarter@anglogold.com
Europe & Asia
Tomasz Nadrowski +1 917 912 4641 tnadrowski@anglogold.com
Australia
Andrea Maxey +61 8 9425 4604 +61 438 001 393 amaxey@anglogold.com.au
Disclaimer
Except for the historical information contained herein, there are matters
discussed in this news release that are forward-looking statements. Such
statements are only predictions and actual events or results may differ
materially. For a discussion of important factors including, but not limited to
development of the Company"s business, the economic outlook in the gold mining
industry, expectations regarding gold prices and production, and other factors,
which could cause actual results to differ materially from such forward-looking
statements, refer to the Company"s annual report on the Form 20-F for the year
ended 31 December 2002 which was filed with the Securities and Exchange
Commission on 7April 2003.
