Result of Bond Offering
October 08 2009 - 2:00AM
UK Regulatory
TIDMHOC
RNS Number : 4319A
Hochschild Mining PLC
08 October 2009
________________________________________________________________________
7 October 2009
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR RELEASE,
PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN OR ANY JURISDICTION IN WHICH
SUCH PUBLICATION OR DISTRIBUTION IS UNLAWFUL. THIS ANNOUNCEMENT DOES NOT
CONSTITUTE OR FORM A PART OF ANY OFFER TO SELL OR SOLICITATION OF AN OFFER TO
PURCHASE OR SUBSCRIBE FOR SECURITIES IN THE UNITED STATES, AUSTRALIA, CANADA,
SOUTH AFRICA OR JAPAN OR ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO
SO.
Result of Convertible Bond Offering and increase in size to $115 million
Following the closing of the bookbuild period, Hochschild Mining plc
("Hochschild" or the "Company") announces the successful placement of its
offering of $115 million of senior unsecured convertible bonds (the "Bonds") due
2014 (the "Bond Offering") convertible into ordinary shares of the Company
("Ordinary Shares") announced earlier today. The size of the Bond Offering has
been increased from the indicated $100 million. Under the terms of the Bond
Offering, there will be a lock-up period from today's date until 180 days after
the Closing Date (which is expected to be on or around 20 October 2009) on
issuances or sales of shares or equity-linked securities by the Company, subject
to certain customary exceptions.
The Bonds will have a coupon of 5.75% per annum payable semi-annually on 28
January and 28 July of each year. The initial conversion price is set at a
premium of 35% to the clearing price of the concurrent equity placing of
295 pence.
The Convertible Bonds will be issued at 100% of their principal amount and,
unless previously redeemed, converted or purchased and cancelled, will mature on
the fifth anniversary of the issue of the Bonds in 2014. Prior to shareholder
approval being obtained, the holders of the Bonds will receive cash instead of
Ordinary Shares upon conversion of the Bonds.
The Issuer will have the option to call the Bonds on or after 20 October 2012
and until maturity, in the event the trading price of the Ordinary Shares exceed
130% of the conversion price over a certain period. In addition, the Company has
the right to redeem the Bonds if at any time the aggregate principal amount of
the Bonds outstanding is equal to or less than 15% of the aggregate principal
amount of the Bonds initially issued.
Application will be made to the FSA in its capacity as competent authority
(the "United Kingdom Listing Authority") under the Financial Services and
Markets Act 2000 ("FSMA") for the Bonds to be admitted to the Official List of
the United Kingdom Listing Authority and to the London Stock Exchange for the
Bonds 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.
Enquiries:
Hochschild Mining plc
Isabel Lütgendorf +44 (0)20 7907 2934
Head of Investor Relations
Finsbury
Robin Walker +44 (0)20 7251 3801
Public Relations
About Hochschild Mining plc:
Hochschild Mining plc is a leading precious metals company listed on the London
Stock Exchange (HOCM.L / HOC LN) with a primary focus on the exploration,
mining, processing and sale of silver and gold. Hochschild has over forty years'
experience in the mining of precious metal epithermal vein deposits and
currently operates four underground epithermal vein mines, three located in
southern Peru, one in southern Argentina and one open pit mine in northern
Mexico. Hochschild also has numerous long-term prospects throughout the
Americas.
This announcement is for information only and, save as expressly set out herein,
does not constitute an offer or invitation to underwrite, subscribe for or
otherwise acquire or dispose of any securities or investment advice in any
jurisdiction, including without limitation, the United Kingdom, the United
States, Australia, Canada, South Africa or Japan. Persons needing advice should
consult an independent financial adviser.
This announcement has been issued by and is the sole responsibility of
Hochschild Mining plc (the "Company"). Goldman Sachs International, J.P. Morgan
Cazenove Limited and J.P. Morgan Securities Ltd (together, the "Banks"), which
are authorised and regulated in the United Kingdom by the Financial Services
Authority, are acting for the Company and for no-one else in relation to the
Placing and Bond Offering (together, the "Transaction"), and will not be
responsible to any other person for providing the protections afforded to each
of its respective clients nor for providing advice in connection with the
Transaction. No representation or warranty, express or implied, is or will be
made as to, or in relation to, and no responsibility or liability is or will be
accepted by the Banks or by any of their respective affiliates or agents as to
or in relation to, the accuracy or completeness of this announcement or any
other written or oral information made available to or publicly available to any
interested party or its advisers, and any liability therefore is expressly
disclaimed.
The distribution of this announcement and the placing of the Placing Shares and
the Convertible Bonds as set out in this announcement in certain jurisdictions
may be restricted by law. No action has been taken by the Company or the Banks
that would permit an offering of such securities or possession or distribution
of this announcement or any other offering or publicity material relating to
such securities in any jurisdiction where action for that purpose is required.
Persons into whose possession this announcement comes are required by the
Company and the Banks to inform themselves about, and to observe, such
restrictions. Any failure to comply with these restrictions may constitute a
violation of the securities laws of any such jurisdiction.
This announcement is directed only at persons (i) having professional experience
in matters relating to investments who fall within the definition of "investment
professionals" in Article 19(5) of the Financial Services and Markets Act
(Financial Promotion) Order 2005 (the "Order") or (ii) who are high net worth
entities falling within Article 49(2)(a) to (d) of the Order, and other persons
to whom it may otherwise lawfully be communicated (all such persons together
being referred to as "relevant persons"). This announcement must not be acted or
relied on in the United Kingdom by persons who are not relevant persons.
This document is not a Prospectus but an advertisement and investors should not
subscribe for any securities referred to in this document except on the basis of
the information contained in the IMS or otherwise in the public domain. The
content of the Company's website accessible by hyperlinks on the Company's
website neither is incorporated in, nor forms part of, this document.
This announcement contains certain forward looking statements, including such
statements within the meaning of Section 27A of the US Securities Act of 1933,
as amended (the "Securities Act"), and Section 21E of the Securities Exchange
Act of 1934, as amended. In particular, such forward looking statements may
relate to matters such as the business, strategy, investments, production, major
projects and their contribution to expected production and other plans of the
Company and its current goals, assumptions and expectations relating to its
future financial condition, performance and results.
Forward-looking statements include, without limitation, statements typically
containing words such as "intends", "expects", "anticipates", "targets",
"plans", "estimates" and words of similar import. By their nature, forward
looking statements involve risks and uncertainties because they relate to events
and depend on circumstances that will or may occur in the future. Actual
results, performance or achievements of the Company may be materially different
from any future results, performance or achievements expressed or implied by
such forward looking statements. Factors that could cause or contribute to
differences between the actual results, performance or achievements of the
Company and current expectations include, but are not limited to, legislative,
fiscal and regulatory developments, competitive conditions, technological
developments, exchange rate fluctuations and general economic conditions. These
factors, risks and uncertainties are referred to in the section of this
announcement entitled 'Risks' which, in turn, refers to matters disclosed in the
Risk Management section of the 2008 Annual Report. Past performance is no guide
to future performance and persons needing advice should consult an independent
financial adviser.
The forward looking statements reflect knowledge and information available at
the date of preparation of this announcement. Except as required by the Listing
Rules and applicable law, the Board of the Company does not undertake any
obligation to update or change any forward looking statements to reflect events
occurring after the date of this announcement.
The Bonds and the Ordinary Shares to be issued upon conversion of the Bonds have
not been and will not be registered under the Securities Act, and the Bonds,
which are in bearer form, are subject to U.S. tax law requirements. The Bonds
and the Ordinary Shares to be issued upon conversion of the Bonds may not be
offered, sold or delivered within the United States or to U.S. persons (as
defined in Section 7701(a)(30) of the Internal Revenue Code of 1986, as amended)
except in certain transactions permitted by U.S. tax regulations and the
Securities Act.
Subject to certain exceptions, this announcement does not constitute an offer to
sell or issue or the solicitation of an offer to buy or acquire securities of
the Company in the United States, Australia, Canada, South Africa or Japan or
any jurisdiction in which such an offer or solicitation is unlawful. No money,
securities or other consideration is being solicited and, if sent in response to
the information herein, will not be accepted. There will be no public offer of
any securities of the Company in the United States or elsewhere.
Any indication in this announcement of the price at which ordinary shares have
been bought or sold in the past cannot be relied upon as a guide to future
performance. No statement in this announcement is intended to be a profit or
production forecast and no statement in this announcement should be interpreted
to mean that earnings per share of the Company for the current or future
financial years would necessarily match or exceed the historical published
earnings per share of the Company.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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