Anglo American calls off U.S. tender offer; new-note condition not met

By Wendy Van Sickle

Columbus, Ohio, March 31 – Anglo American Capital plc terminated its U.S. tender offer for two series of its notes on Friday, according to a company announcement.

The company said it called off the tender offer because, as of Friday, a new issue condition had not been satisfied and was not expected to be satisfied by April 3, the date the company planned to announce the early participation results.

The offer was announced on March 10, along with a non-U.S. tender offer for six series notes that was not covered in the notice announcing the termination of the U.S. offer.

The company had planned to issue dollar- and/or euro-denominated notes of benchmark size, with the tender offers subject to the successful completion of the new issue.

The company said the tender offers and the new issue were being made as part of its active capital management and are aimed at extending its debt maturity profile.

For the now terminated U.S. tender offer, the company offered to spend up to $250 million to repurchase its $850 million of 3.625% senior securities due May 14, 2020 and $500 million 4.45% senior securities due Sept. 27, 2020.

The $250 million cap was to exclude the payment of accrued interest.

The total purchase price for each series was to be determined by reference to the sum of the purchase spread, 140 bps, and the yield of the 1.625% U.S. Treasury due March 15, 2020 at 10 a.m. ET on April 3.

Each total purchase was to include an early tender premium of $30 per $1,000 principal amount of notes tendered by the early tender deadline, 5 p.m. ET on March 31.

The tender offer was planned to end at 11:59 p.m. ET on April 17.

All notes tendered under this offer will be returned to their holders as soon as possible, the issuer said.

The global coordinators are Citigroup Global Markets Ltd. and Morgan Stanley & Co. International plc.

The joint dealer managers are Citigroup (800 558-3745, 212 723-6106, +44 20 7986 8969 or liabilitymanagement.europe@citi.com), Credit Suisse Securities (Europe) Ltd. (800 820-1653, 212 538-2147, +44 20 7888 8763, +44 20 7888 9350 or liability.management@credit-suisse.com), Goldman Sachs & Co. (800 828-3182, 212 357-1057, +44 20 7774 9862 or liabilitymanagement.eu@gs.com), Morgan Stanley (800 624-1808, 212 761-1057, +44 20 7677 5040 or liabilitymanagement.europe@morganstanley.com) and UBS Securities LLC (888 719-4210, 203 719-4210, +44 20 7568 2133 or ol-liabilitymanagement-eu@ubs.com).

The information and tender agent is D.F. King & Co., Inc. (212 269-5550, 800 330-5897 or anglo@dfking.com).

Anglo American is a subsidiary of London-based mining company Anglo American plc.

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