TIDMHOC
RNS Number : 4124C
Hochschild Mining PLC
15 October 2015
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE,
DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA,
JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, RUSSIA OR ANY
OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR
RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE.
PLEASE SEE THE IMPORTANT NOTICE IN THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS AND
SHOULD NOT BE RELIED UPON IN CONNECTION WITH ANY OFFER OR
COMMITMENT WHATSOEVER IN ANY JURISDICTION. ANY OFFER TO SUBSCRIBE
FOR OR PURCHASE ANY SECURITIES PURSUANT TO THE PROPOSED RIGHTS
ISSUE REFERRED TO IN THIS ANNOUNCEMENT WILL BE MADE, AND ANY
INVESTOR SHOULD MAKE THEIR INVESTMENT DECISION SOLELY ON THE BASIS
OF THE INFORMATION CONTAINED IN THE PROSPECTUS PUBLISHED BY
HOCHSCHILD MINING PLC IN CONNECTION WITH THE RIGHTS ISSUE. COPIES
OF THE PROSPECTUS ARE AVAILABLE FROM THE REGISTERED OFFICE OF
HOCHSCHILD MINING PLC AND ON ITS WEBSITE AT
WWW.HOCHSCHILDMINING.COM.
For immediate release
15 October 2015
Hochschild Mining plc
Publication of Prospectus and Despatch of Provisional Allotment
Letters
Further to the announcement by Hochschild Mining plc (the
"Company") earlier this morning relating to the proposed Rights
Issue, the Company announces that the prospectus in respect of the
proposed Rights Issue (the "Prospectus") was approved today by the
UK Listing Authority and has been published on the Company's
website at www.hochschildmining.com.
A copy of the Prospectus has been submitted to the National
Storage Mechanism and will be available for inspection at
www.morningstar.co.uk/uk/NSM.
Qualifying Non-CREST Shareholders (other than certain Overseas
Shareholders) will be sent a Provisional Allotment Letter in
connection with the Rights Issue today, and Qualifying CREST
Shareholders (other than certain Overseas Shareholders) will
receive a credit to their appropriate stock accounts in CREST in
respect of the Nil Paid Rights to which they are entitled as soon
as practicable after 8.00 a.m. on 20 October 2015. Defined terms
used herein have the meanings given to them in the Prospectus.
Enquiries:
Hochschild Mining plc
Charles Gordon
Head of Investor Relations +44 (0)20 3714 9040
IMPORTANT NOTICE
The defined terms set out in Part 13 of the Prospectus apply in
this announcement. This announcement has been issued by and is the
sole responsibility of the Company.
This announcement is not a prospectus but an advertisement and
investors should not acquire any Nil Paid Rights, Fully Paid Rights
or New Ordinary Shares referred to in this announcement except on
the basis of the information contained in the Prospectus. The
information contained in this announcement is for background
purposes only and does not purport to be full or complete. No
reliance may be placed for any purpose on the information contained
in this announcement or its accuracy or completeness. This
announcement cannot be relied upon for any investment contract or
decision. The information in this announcement is subject to
change. Any purchase of Nil Paid Rights, Fully Paid Rights or New
Ordinary Shares in the proposed Rights Issue should be made solely
on the basis of the information contained in the Prospectus to be
issued by the Company in connection with the Rights Issue.
A copy of the Prospectus when published will be available from
the registered office of the Company and on the Company's website
at www.hochschildmining.com provided that the Prospectus will not,
subject to certain exceptions, be available (whether through the
website or otherwise) to Shareholders in the United States or any
Excluded Territories.
This announcement is for information purposes only and is not
intended to and does not constitute or form part of any offer or
invitation to purchase or subscribe for, or any solicitation to
purchase or subscribe for, Nil Paid Rights, Fully Paid Rights or
New Ordinary Shares or to take up any entitlements to Nil Paid
Rights in any jurisdiction in which such an offer or solicitation
is unlawful.
The information contained in this announcement is not for
release, publication or distribution to persons in the United
States, Australia, Japan, New Zealand, the Republic of South Africa
or Russia and should not be distributed, forwarded to or
transmitted in or into any jurisdiction where to do so might
constitute a violation of the securities laws or regulations of
such jurisdiction. There will be no public offer of Nil Paid
Rights, Fully Paid Rights or New Ordinary Shares in the United
States, Australia, Japan, New Zealand, the Republic of South Africa
or Russia or any other Excluded Territory. The distribution of this
announcement and/or the Prospectus and/or the Provisional Allotment
Letter and/or the transfer of Nil Paid Rights, Fully Paid Rights
and/or New Ordinary Shares into jurisdictions other than the United
Kingdom may be restricted by law, and, therefore, persons into
whose possession this announcement and/or the Prospectus and/or the
Provisional Allotment Letter comes should inform themselves about
and observe any such restrictions. Any failure to comply with any
such restrictions may constitute a violation of the securities laws
of such jurisdiction. In particular, subject to certain exceptions,
the information contained herein, the Prospectus and the
Provisional Allotment Letter should not be distributed, forwarded
or transmitted in or into the United States, Australia, Japan, New
Zealand, the Republic of South Africa or Russia or any other
Excluded Territory.
This announcement does not constitute or form part of an offer
or solicitation to purchase or subscribe for securities of the
Company in the United States, Australia, Japan, New Zealand, the
Republic of South Africa or Russia or any other Excluded Territory.
The Nil Paid Rights, the Fully Paid Rights, the New Ordinary Shares
and the Provisional Allotment Letters have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the
"U.S. Securities Act"), or under any securities laws of any state
or other jurisdiction of the United States and may not be offered,
sold, pledged, taken up, exercised, resold, renounced, transferred
or delivered, directly or indirectly, within the United States
except pursuant to an applicable exemption from, or in a
transaction not subject to, the registration requirements of the
U.S. Securities Act and in compliance with any applicable
securities laws of any state or other jurisdiction of the United
States. The Nil Paid Rights, the Fully Paid Rights, the New
Ordinary Shares and the Provisional Allotment Letters have not been
approved or disapproved by the SEC, any state securities commission
in the United States or any other U.S. regulatory authority, nor
have any of the foregoing authorities passed upon or endorsed the
merits of the offering of the Nil Paid Rights, the Fully Paid
Rights, the New Ordinary Shares and the Provisional Allotment
Letters or the accuracy or adequacy of the Prospectus. Any
representation to the contrary is a criminal offence in the United
States.
This announcement does not constitute a recommendation
concerning the Rights Issue. The price and value of securities can
go down as well as up. Past performance is not a guide to future
performance. Acquiring investments to which this announcement
relates may expose an investor to a significant risk of losing all
of the amount invested. The contents of this announcement are not
to be construed as legal, business, financial or tax advice. Each
shareholder or prospective investor should consult her, her or its
own legal adviser, business adviser, financial adviser or tax
adviser for legal, financial, business or tax advice.
J.P. Morgan Securities plc (which conducts its UK investment
banking activities as J.P. Morgan Cazenove) ("J.P. Morgan
Cazenove"), Merrill Lynch International and RBC Europe Limited,
each of which are authorised by the Prudential Regulation Authority
and regulated by the Financial Conduct Authority and the Prudential
Regulation Authority, are acting for the Company and no one else in
connection with the Rights Issue, and will not regard any other
person as their respective clients in relation to the Rights Issue
and will not be responsible to anyone other than the Company for
providing the protections afforded to their respective clients or
for providing advice in relation to the Rights Issue or any matters
referred to in this announcement or any transaction, arrangement or
other matter referred to herein.
Apart from the responsibilities and liabilities, if any, which
may be imposed on J.P. Morgan Cazenove, Merrill Lynch International
and RBC Europe Limited by FSMA or the regulatory regime established
thereunder or otherwise under law, J.P. Morgan Cazenove, Merrill
Lynch International and RBC Europe Limited do not accept any
responsibility or liability whatsoever for the contents of this
announcement, and no representation or warranty, express or
implied, is made by J.P. Morgan Cazenove, Merrill Lynch
International or RBC Europe Limited in relation to the contents of
this announcement (or whether any information has been omitted from
the announcement), including its accuracy, completeness or
verification or regarding the legality of any investment in the Nil
Paid Rights, the Fully Paid Rights or the New Ordinary Shares or
any other information relating to the Company, whether written,
oral or in a visual or electronic form, and howsoever transmitted
or made available or for any loss howsoever arising from any use of
this announcement or its contents or otherwise arising in
connection herewith, by any person under the laws applicable to
such person or for any other statement made or purported to be made
by it, or on its behalf, in connection with the Company, the Nil
Paid Rights, the Fully Paid Rights, the New Ordinary Shares, the
Rights Issue, and nothing in this announcement
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