TIDMHOC
RNS Number : 5525P
Hochschild Mining PLC
02 October 2013
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN OR INTO THE UNITED STATES (SUCH TERM TO BE UNDERSTOOD THROUGHOUT
THIS ANNOUNCEMENT AS INCLUDING THE UNITED STATES' TERRITORIES AND
POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF
COLUMBIA), AUSTRALIA, CANADA, SOUTH AFRICA, JAPAN, JERSEY OR PERU
OR ANY JURISDICTION INTO WHICH THE SAME WOULD BE 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,
JAPAN, JERSEY OR PERU OR ANY JURISDICTION IN WHICH IT WOULD BE
UNLAWFUL TO DO SO.
2 October 2013
Result of Equity Placing
Hochschild Mining plc ("Hochschild" or the "Company") is pleased
to announce the successful completion of the equity placing
announced earlier today (the "Placing").
A total of 29,000,000 new ordinary shares of 25 pence each in
Hochschild (the "Placing Shares") have been placed by Goldman Sachs
International ("GSI") and Merrill Lynch International ("BofA
Merrill Lynch" and together with GSI, the "Joint Bookrunners") at a
price of 155 pence per Placing Share, raising gross proceeds of
approximately $72.8 million (GBP45.0 million).
The Placing Shares being issued represent approximately 8.6% of
Hochschild's issued ordinary share capital prior to the
Placing.
The Placing Shares will, when issued, be credited as fully paid
and will rank pari passu in all respects with the existing ordinary
shares of Hochschild, including the right to receive all dividends
and other distributions declared, made or paid after the date of
issue. Application will be made for the Placing Shares to be
admitted to the premium listing segment of the Official List of the
Financial Conduct Authority and to be admitted to trading by the
London Stock Exchange plc (the "London Stock Exchange") on its main
market for listed securities (together "Admission").
Settlement of payment for the Placing Shares issued pursuant to
the Placing, as well as Admission, is expected to take place on 7
October 2013. The Placing is conditional on Admission becoming
effective.
BofA Merrill Lynch and GSI acted as joint bookrunners in
relation to the Placing
Enquiries:
Hochschild Mining plc
Charles Gordon +44 (0)20 7907 2934
Head of Investor Relations
RLM Finsbury
Charles Chichester (Public Relations) +44 (0)20 7251 3801
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 almost fifty years' experience in
the mining of precious metal epithermal vein deposits and currently
operates four underground epithermal vein mines, three located in
southern Peru and one in southern Argentina. Hochschild also has
numerous long-term projects throughout the Americas
Notes and Disclaimers
Note: All dollar amounts in this announcement refer to U.S.
dollars.
This Announcement contains (or may contain) certain
forward-looking statements with respect to certain of the Company's
plans and its current goals and expectations, financial condition
and performance and which involve a number of risks and
uncertainties. The Company cautions readers that no forward-looking
statement is a guarantee of future performance and that actual
results could differ materially from those contained in the
forward-looking statements. These forward-looking statements can be
identified by the fact that they do not relate only to historical
or current facts. Forward-looking statements sometimes use words
such as "aim", "anticipate", "target", "expect", "estimate",
"intend", "plan", "goal", "believe", or other words of similar
meaning. Examples of forward-looking statements include, amongst
others, statements regarding the Company's probable, inferred or
contingent mineral resources or reserves, future financial
position, income growth, impairment charges, business strategy,
projected levels of growth in the banking and financial markets,
projected costs, estimates of capital expenditure, and plans,
dividend growth and objectives for future operations of the Company
and other statements that are not historical fact. By their nature,
forward-looking statements involve risk and uncertainty because
they relate to future events and circumstances, including, but not
limited to, UK and Peruvian domestic and global economic and
business conditions, the effects of continued volatility in credit
markets, market-related risks such as changes in interest rates and
foreign exchange rates, the policies and actions of governmental
and regulatory authorities, changes in legislation, the further
development of standards and interpretations under International
Financial Reporting Standards ("IFRS") applicable to past, current
and future periods, evolving practices with regard to the
interpretation and application of standards under IFRS, the outcome
of pending and future litigation or regulatory investigations, the
success of future explorations, acquisitions and other strategic
transactions and the impact of competition. A number of these
factors are beyond the Company's control. In addition, even if the
results of operations, financial position and liquidity, and the
development of the markets and the industry in which the Company
operates are consistent with the forward-looking statements
contained in this Announcement, those results or developments may
not be indicative of results or developments in subsequent
periods.
As a result, the Company's actual future results may differ
materially from the plans, goals, and expectations set forth in the
Company's forward-looking statements. Given these risks and
uncertainties, prospective investors are cautioned not to place
undue reliance on forward-looking statements which are not
guarantees of future performance. Any forward-looking statements
made in this Announcement by or on behalf of the Company speak only
as of the date of this document, reflect the Company's current view
with respect to future events and are subject to risks relating to
future events and other risks, uncertainties and assumptions
relating to the Company's operations, results of operations, growth
strategy and liquidity. Investors should specifically consider the
factors identified in this Announcement which could cause actual
results to differ before making an investment decision. Subject to
the requirements of the Prospectus Rules, the Disclosure and
Transparency Rules and the Listing Rules or applicable law, the
Company expressly disclaims any obligation or undertaking to
release publicly any updates or revisions to any forward-looking
statements contained in this Announcement to reflect any changes in
the Company's expectations with regard thereto or any changes in
events, conditions or circumstances on which any such statement is
based.
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 Joint Bookrunners or any of their
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 responsibility or
liability therefor is expressly disclaimed. This Announcement has
been issued by and is the sole responsibility of the Company.
BofA Merrill Lynch, which is authorised by the Prudential
Regulation Authority and regulated by the Financial Conduct
Authority and the Prudential Regulation Authority, is acting
exclusively for Hochschild and no-one else in connection with the
Placing. BofA Merrill Lynch will not regard any other person as its
client in relation to the Placing and will not be responsible to
anyone other than Hochschild for providing the protections afforded
to its clients, nor for providing advice in relation to the
Placing, the contents of this announcement or any transaction,
arrangement or other matter referred to herein.
GSI, which is authorised by the Prudential Regulation Authority
and regulated by the Financial Conduct Authority and the Prudential
Regulation Authority, is acting exclusively for Hochschild and
no-one else in connection with the Placing. GSI will not regard any
other person as its client in relation to the Placing and will not
be responsible to anyone other than Hochschild for providing the
protections afforded to its clients, nor for providing advice in
relation to the Placing, the contents of this announcement or any
transaction, arrangement or other matter referred to herein.
The distribution of this Announcement and the offering of the
Placing Shares in certain jurisdictions may be restricted by law
and/or regulation. No action has been taken by the Company or BofA
Merrill Lynch or GSI or any of their respective Affiliates that
would permit an offering of such shares or possession or
distribution of this Announcement or any other offering or
publicity material relating to such shares in any jurisdiction
where action for that purpose is required. Persons into whose
possession this Announcement comes are required by the Company,
BofA Merrill Lynch and GSI to inform themselves about and to
observe such restrictions.
The price of shares and the income from them (if any) may go
down as well as up and investors may not get back the full amount
invested on disposal of the shares. No statement in this
Announcement is intended to be a profit forecast or profit
estimate.
MEMBERS OF THE PUBLIC ARE NOT ELIGIBLE TO TAKE PART IN THE
PLACING. THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND
DIRECTED ONLY AT (A) PERSONS IN MEMBER STATES OF THE EUROPEAN
ECONOMIC AREA WHO ARE QUALIFIED INVESTORS (AS DEFINED IN ARTICLE
2(1)(E) OF EU DIRECTIVE 2003/71/EC, AS AMENDED BY DIRECTIVE
2010/73/EU TO THE EXTENT IMPLEMENTED IN A RELEVANT MEMBER STATE OF
THE EEA (THE "PROSPECTUS DIRECTIVE")), AND/OR (B) PERSONS IN THE
UNITED KINGDOM WHO ARE QUALIFIED INVESTORS AND PERSONS WHO ARE (I)
INVESTMENT PROFESSIONALS FALLING WITHIN ARTICLE 19(1) OR ARTICLE
19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL
PROMOTION) ORDER 2005 (THE "ORDER"), OR (II) PERSONS FALLING WITHIN
ARTICLE 49(2)(A) TO (D) ("HIGH NET WORTH COMPANIES, UNINCORPORATED
ASSOCIATIONS, ETC") OF THE ORDER, OR (III) PERSONS TO WHOM IT MAY
OTHERWISE BE LAWFULLY COMMUNICATED (ALL SUCH PERSONS IN (A) AND (B)
TOGETHER BEING REFERRED TO AS "RELEVANT PERSONS"). THIS
ANNOUNCEMENT MUST NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARE
NOT RELEVANT PERSONS. PERSONS DISTRIBUTING THIS ANNOUNCEMENT MUST
SATISFY THEMSELVES THAT IT IS LAWFUL TO DO SO. ANY INVESTMENT OR
INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE
ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT
PERSONS. THIS ANNOUNCEMENT DOES NOT ITSELF CONSTITUTE AN OFFER FOR
SALE OR SUBSCRIPTION OR ACQUISITION OF ANY SECURITIES IN THE
COMPANY. EACH PLACEE SHOULD CONSULT WITH ITS OWN ADVISERS AS TO
LEGAL, TAX, BUSINESS AND RELATED ASPECTS OF A PURCHASE OF ANY
PLACING SHARES.
Persons (including individuals, funds or otherwise) by whom or
on whose behalf a commitment to subscribe for Placing Shares has
been given (whether orally or in writing) ("Placees") will be
deemed to have read and understood this Announcement in its
entirety and to represent, warrant and acknowledge that:
(i) it is a Relevant Person (as defined above) and undertakes
that it will acquire, purchase, subscribe for, hold, manage or
dispose of any Placing Shares that are allocated to it for the
purposes of its business;
(ii) is outside the United States and is subscribing and/or
purchasing the Placing Shares for its own account or is acquiring
the Placing Shares for an account with respect to which it
exercises sole investment discretion in an "offshore transaction"
(within the meaning of Regulation S under the United States
Securities Act of 1933, as amended (the "Securities Act")) or if it
is not outside the United States, is a qualified institutional
buyer ("QIB") within the meaning of Rule 144A under the Securities
Act, and has duly executed an investor representation letter in the
form provided to it and has delivered the same to the Joint
Bookrunners; and
(iii) if it is a financial intermediary, as that term is used in
Article 3(2) of the Prospectus Directive, that any Placing Shares
subscribed for or acquired by it in the Placing will not be
subscribed for or acquired on a non-discretionary basis on behalf
of, nor will they be acquired with a view to their offer or resale
to, persons in circumstances which may give rise to an offer of
securities to the public other than an offer or resale in a Member
State of the European Economic Area which has implemented the
Prospectus Directive to Qualified Investors, or in circumstances in
which the prior consent of the Joint Bookrunners has been given to
each such proposed offer or resale.
This Announcement does not constitute or form part of an offer
or solicitation to purchase or subscribe for shares in the capital
of the Company in the United States, Canada, Australia, South
Africa, Japan, Jersey or Peru or any jurisdiction in which such an
offer or solicitation is unlawful. In particular, the Placing
Shares referred to in this Announcement have not been, and will not
be, registered under the Securities Act or under the securities
legislation of any state of the United States, and may not be
offered, sold, resold or delivered, directly or indirectly, in or
into the United States absent registration except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act. The Placing Shares
referred to in this Announcement are being offered and sold only
outside the United States in "offshore transactions" (as defined in
Regulation S) meeting the requirements of Regulation S and may be
made within the United States to institutional investors who are
QIBs in transactions that are exempt from, or not subject to, the
registration requirements under the Securities Act. No public
offering of securities of the Company will be made in connection
with the Placing in the United Kingdom, the United States,
Australia, Canada, Japan, South Africa, Jersey, Peru or
elsewhere.
The relevant clearances have not been, and nor will they be,
obtained from the securities commission of any province or
territory of Canada; no prospectus has been lodged with, or
registered by, the Australian Securities and Investments Commission
or the Japanese Ministry of Finance; and the Placing Shares have
not been, and nor will they be, registered under or offered in
compliance with the securities laws of any state, province or
territory of Australia, Canada, Japan, South Africa, Jersey or
Peru.
Accordingly, the Placing Shares may not (unless an exemption
under the relevant securities laws is applicable) be offered, sold,
resold or delivered, directly or indirectly, in or into the United
States, Australia, Canada, Japan, Jersey, South Africa, Peru or any
other jurisdiction outside the United Kingdom.
The Placing Shares have not been approved or disapproved by the
US Securities and Exchange Commission, any State securities
commission or any other regulatory authority in the United States,
nor have any of the foregoing authorities passed upon or endorsed
the merits of the Placing or the accuracy or adequacy of this
Announcement. Any representation to the contrary is unlawful.
Persons (including, without limitation, nominees and trustees)
who have a contractual or other legal obligation to forward a copy
of this Announcement should seek appropriate advice before taking
any action.
Residents of South Africa are subject to exchange control
regulations as issued from time to time by the Exchange Control
Division of the South African Reserve Bank ("SARB") and are advised
to seek independent advice regarding any permissions that may be
required of the Exchange Control Division of the SARB with regard
to the acquisition of Placing Shares by any resident of South
Africa. To the extent that Placing Shares are offered for
subscription, acquisition or sale in South Africa, such offer is
being effected in terms of section 144 of the South African
Companies Act and does not constitute an offer to the public or any
sector of the public within the meaning of the South African
Companies Act.
This Announcement relates to an Exempt Offer in accordance with
the Offered Securities Rules of the Dubai Financial Services
Authority ("DFSA"). This Announcement is intended for distribution
only to persons of a type specified in the Offered Securities Rules
of the DFSA. It must not be delivered to, or relied on by, any
other person. The DFSA has no responsibility for reviewing or
verifying any documents in connection with Exempt Offers. The DFSA
has not approved this Announcement nor taken steps to verify the
information set forth herein and has no responsibility for this
Announcement. The Placing Shares to which this Announcement relates
may be illiquid and / or subject to restrictions on their resale.
Prospective subscribers of the Placing Shares should conduct their
own due diligence on the Placing Shares. If you do not understand
the contents of this Announcement you should consult an authorised
financial adviser.
The Placing Shares to be issued pursuant to the Placing will not
be admitted to trading on any stock exchange other than the London
Stock Exchange. Neither the content of the Company's website nor
any website accessible by hyperlinks on the Company's website is
incorporated in, or forms part of, this Announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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