RNS Number : 9698R
15 December 2016
15 December, 2016
Glencore Announces Tender Offer Early Participation Results
Glencore Funding LLC (the "Company") has accepted U.S.$1,136,960,000 of principal amount of Notes for purchase as of its Early Tender Date. The Offers commenced on December 1, 2016 and will expire on December 29, 2016 at 11:59pm, New York City time. The Lead Dealer Managers will calculate the Fixed Rate Total Offer Consideration and the Fixed Rate Base Offer Consideration for the Fixed Rate Notes on December 15, 2016 at 11:00am, New York time in the manner described in the offer to purchase dated December 1, 2016 (the "Offer to Purchase"). In addition, the Company has increased the previously announced "Maximum Tender Amount", pertaining to the aggregate principal amount of the Notes accepted for purchase, from U.S.$1,000,000,000 to U.S.$1,136,960,000.
Title Rule 144A Outstanding Acceptance Principal Principal
of CUSIP/ Reg S Principal Priority Amount Amount
Security ISIN ISIN Amount Level Tendered Accepted
--------- ------------ ------------ -------------- -------------- ------------ --------------
2.500% 378272 XS0938722401 U.S.$878,188,000 1 U.S.$189,712,0 U.S.$189,712,0
Notes AD0/00 00
3.125% 378272 XS1028955760 U.S.$593,100,000 2 U.S.$146,542,0 U.S.$146,542,0
Notes AG3/ 00 00
Floating 378272 XS0938722583 U.S.$500,000,000 3 U.S.$220,567,0 U.S.$220,567,0
Rate AE8/ 00 00
2.875% 378272 XS1218432000 U.S.$1,000,000,0 4 U.S.$580,139,0 U.S.$580,139,0
Notes AK4/ 00 00 00
Subject to the terms ofthe Offers as described in the Offer to Purchase, all Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date have been accepted for purchase. No Notes tendered after the Early Tender Date have been or will be accepted for purchase. The Offers will expire at 11:59pm on December 29, 2016, New York City time.
Noteholders who validly tendered their Notes pursuant to the Offer to Purchase on or prior to the Early Tender Date and accepted for purchase will receive the Total Offer Consideration (including the Early Tender Premium), which, in the case of the 2.500 per cent. Notes due 2019, the 3.125 per cent. Notes due 2019 and the 2.875 per cent. Notes due 2020, will be calculated on December 15, 2016 at 11:00am, New York City time. Noteholders who are eligible for the Total Offer Consideration will receive U.S.$1,010.00 for the Floating Rate Notes due 2019 per U.S.$1,000 principal amount of notes. The Company will also pay to Noteholders all accrued and unpaid interest on the applicable Notes (rounded to the nearest U.S.$0.01 with U.S.$0.005 being rounded upwards) ("Accrued Interest") up to, but not including, the Early Payment Date. The Early Payment Date for each Offer is expected to occur on December 16, 2016.
Subject to applicable securities laws and the terms set within the Offer to Purchase, the Company expressly reserves the right, in its sole discretion, to (i) terminate an Offer and not accept for purchase any Notes not theretofore accepted for purchase, (ii) waive any or all of the conditions of any Offer prior to the date of acceptance for purchase of Notes in that Offer, (iii) extend the Early Tender Date or the Expiration Date, in each case, without extending the Withdrawal Deadline (unless otherwise required by law), (iv) increase or decrease the Maximum Tender Amount or (v) amend the terms of any Offer.
Capitalized terms not otherwise defined in this announcement have the same meaning assigned to them in the Offer to Purchase.
For further information please contact:
Martin Fewings t: +41 41 m: +41 79 firstname.lastname@example.org
709 2880 737 5642
Carlos Francisco t: +41 41 m: +41 79 email@example.com
Fernandez 709 2369 129 9195
Stefan Ogden t: +65 6415 m: +65 9828 firstname.lastname@example.org
Charles Watenphul t: +41 41 m: +41 79 email@example.com
709 2462 904 3320
Pam Bell t: +44 20 m: +44 77 firstname.lastname@example.org
7412 3471 3031 9806
D.F. King & Co., Inc. has been appointed by the Company as Information and Tender Agent for the purposes of the Offers.Morgan Stanley & Co. LLC and UBS Securities LLC have been appointed as the Lead Dealer Managers, and BBVA Securities Inc. and HSBC Securities (USA) Inc. have been appointed as the Co-Dealer Managers, for the purposes of the Offers.
Holders of the Notes may access the Offer to Purchase at www.dfking.com/glencore and requests for information in relation to the Tender Offers should be directed to the Lead Dealer Managers or the Information and Tender Agent.
Morgan Stanley & Co. LLC UBS Investment Bank
1585 Broadway, Floor 4 1285 Avenue of the Americas
New York, NY 10036 New York, NY 10019
Attn: Liability Management Attn: Liability Management
1 (800) 624-1808 Telephone:Collect: 1 (203) 719-4210
1 (212) 761-1057 Toll Free:
In Europe: 1 (888) 719-4210
+44 20 7677 5040 In Europe:
+44 20 7568 2133
Attn: Liability Management email@example.com
Group Attn: Liability Management
D.F. King & Co., Inc.
In New York: In London:
48 Wall Street, 22(nd) 125 Wood Street
FloorLondon EC2V 7AN
New York, NY 10005 United Kingdom
Banks and brokers call
(212) 269-5550 +44 20 7920 9700
All others, call toll-free:
NOTICE AND DISCLAIMER
This announcement is neither an offer to purchase, nor a solicitation of an offer to sell the Notes or any other securities. The Company is making the offers only by, and pursuant to, the terms of the Offer to Purchase. The offers are not being made in any jurisdiction in which the making of or acceptance thereof would not be in compliance with the securities laws, blue sky laws or other laws of such jurisdiction. None of the Company, the Guarantors, the Dealer Managers or the Information and Tender Agent is making any recommendation as to whether Holders should tender or refrain from tendering their Notes in response to the Offers or how much they should tender. Each Holder must make his, her or its own decision as to whether to tender or refrain from tendering Notes, and, if a Holder determines to tender, as to how many Notes of each series to tender.
OFFER AND DISTRIBUTION RESTRICTIONS
This announcement and the Offer to Purchase do not constitute an offer or an invitation to participate in the Offers in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such offer or invitation or for there to be such participation under applicable laws. The distribution of this announcement and the Offer to Purchase in certain jurisdictions may be restricted by law. Persons into whose possession this announcement or the Offer to Purchase comes are required by each of the Company, the Guarantors, the Dealer Managers and the Information and Tender Agent to inform themselves about and to observe any such restrictions.
(MORE TO FOLLOW) Dow Jones Newswires
December 15, 2016 06:56 ET (11:56 GMT)
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