Cash Proceeds of Fractional Entitlements
Anglo American plc ("Anglo American")
Registered office: 17 Charterhouse Street, London EC1N 6RA
Registered number: 03564138 (incorporated in England and Wales)
Legal Entity Identifier: 549300S9XF92D1X8ME43
Cash proceeds of fractional entitlements resulting from demerger of Thungela and apportionment of tax cost
Anglo American plc ("Anglo American") announces the cash settled entitlements to be received by shareholders in respect of fractional entitlements resulting from the demerger of Thungela Resources Limited ("Thungela").
Shareholders are referred to the circular published by Anglo American on 8 April 2021 (the "Circular") relating to the demerger and the announcement published by Anglo American on 7 June 2021 regarding the completion of the demerger and the listing of the ordinary shares of Thungela on the Johannesburg Stock Exchange and the London Stock Exchange.
As set out in the Circular, shareholders would have received one Thungela share ("Thungela Share") for every ten Anglo American shares held. If the number of Anglo American shares held is not divisible by ten, an entitlement to a fraction of a Thungela Share would have arisen.
No entitlements to a fraction of a Thungela Share shall be transferred to an Anglo American shareholder (nor to anyone on behalf of an Anglo American shareholder). The aggregated number of Thungela Shares to which Anglo American shareholders are entitled will first be rounded down to the nearest whole number of Thungela Shares, resulting in allocations of whole numbers of Thungela Shares. The aggregated excess fractions of Thungela Shares to which such Anglo American shareholders would otherwise be entitled will not be transferred to them but will instead be sold in the market, and the relevant Anglo American shareholder will be entitled to receive a cash payment in respect of the fraction of a Thungela Share to which they otherwise would have been entitled.
In this regard, Anglo American shareholders are advised that the price used to determine the cash payment due them in respect of fractional entitlements is R20.86351. This amount has been determined with reference to the volume weighted average price in Rand of the Thungela Shares traded on the Johannesburg Stock Exchange on 7 June 2021, less 10% of such volume weighted average price. For Anglo American shareholders on the Anglo American UK register, the reference price will be converted into Sterling using the Rand : Sterling spot rate given on the Bank of England website for 7 June 2021. Anglo American shareholders are further advised that the closing price of the Thungela Shares traded on the Johannesburg Stock Exchange on 7 June 2021 was R21.90.
Tax considerations regarding the demerger
For the South African tax consequences that arise regarding the receipt of Thungela shares, and the information necessary for shareholders' compliance with the South African Income Tax Act, 1962, shareholders are referred to the letter regarding base cost for South African resident shareholders which is available at www.angloamerican.com/products/thermal-coal/demerger.
For the United Kingdom tax consequences that arise regarding the receipt of Thungela shares, shareholders are referred to the letter regarding base cost for United Kingdom resident shareholders which is available at www.angloamerican.com/products/thermal-coal/demerger.
Deputy Company Secretary
Anglo American plc
8 June 2021