SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE TO
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
ANGLOGOLD ASHANTI HOLDINGS PLC
(Name of Filing Company (offerer))
ANGLOGOLD ASHANTI HOLDINGS
FINANCE PLC
(Name of Subject Company (Issuer))
3.50% Guaranteed Convertible Bonds due 2014
(Title of Class of Securities)
03512QAA5 (144A) and G03791AA1 (Reg S)
(CUSIP Numbers of Class of Securities)
Company Secretary: Tracy Garrett
AngloGold Ashanti Holdings plc
1st Floor, Atlantic House, 4—8 Circular Road, Douglas, Isle of Man
Telephone: +44 1624 697 280
(Name, Address and Telephone Number of Person Authorized to Receive Notice and Communications on Behalf of Filing Person)
COPIES TO:
William J. Whelan III
Cravath, Swaine & Moore LLP
Worldwide Plaza
825 Eighth Avenue
New York, NY 10019
Telephone: (212) 474-1000
CALCULATION OF FILING FEE
Transaction Valuation * |
| Amount of Filing Fee * |
N/A |
| N/A |
* | Pursuant to General Instruction D to Schedule TO, no filing fee is required for pre-commencement communications. |
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o | Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
Amount Previously Paid: Not Applicable | Filing Party: Not Applicable |
Form or Registration No.: Not Applicable | Date Filed: Not Applicable |
x | Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. |
Check the appropriate boxes below to designate any transactions to which the statement relates:
o third-party tender offer subject to Rule 14d-1. |
x issuer tender offer subject to Rule 13e-4. |
o going-private transaction subject to Rule 13e-3. |
o amendment to Schedule 13D under Rule 13d-2. |
Check the following box if the filing is a final amendment reporting the results of the tender offer: o
On July 24, 2013, AngloGold Ashanti Holdings plc (the “Company”) issued a press release announcing its intention to commence a tender offer to purchase for cash any and all of the outstanding 3.50% Guaranteed Convertible Bonds Due 2014 of AngloGold Ashanti Holdings Finance plc. The press release is attached as Exhibit 99.1.
The attached exhibit is for information purposes only and shall not constitute an offer to purchase, a solicitation of an offer to purchase, or a solicitation of an offer to sell securities nor an offer to sell or solicitation of an offer to purchase new securities. The tender offer may be made only pursuant to the terms and conditions of the offer to purchase and the other related materials. An additional tender offer statement on Schedule TO, including the offer to purchase, describing the tender offer will be filed with the Securities and Exchange Commission. Holders of the Bonds must read the Schedule TO and its exhibits (including the offer to purchase) carefully before making any decision with respect to the tender offer because it contains important information. The Schedule TO, the offer to purchase and other related materials will be available free of charge at the website of the Securities and Exchange Commission at www.sec.gov. In addition, the Company will provide copies of the Schedule TO and related Offer materials upon request free of charge to holders of the Bonds.
Item 12. Exhibits
Exhibit No. |
| Description |
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99.1 |
| Press release announcing AngloGold Ashanti Holdings plc’s intention to commence a tender offer, dated July 24, 2013. |
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: | July 24, 2013 | ANGLOGOLD ASHANTI HOLDINGS PLC | |
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| By: | /s/ Dewald Lambertus Joubert | |
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| Name: Dewald Lambertus Joubert | |
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| Title: Deputy Chairman |