London, 4 May 2011
Glencore International plc has announces the price range for its planned initial public offering. This follows the announcement of Glencore’s intention to float on the London and Hong Kong Stock Exchanges.
Highlights
•Price range set at between 480 pence and 580 pence per share for offer of ordinary shares to global institutional investors.
• Targeted gross proceeds from the IPO of approximately US$10 billion (prior to exercise of the over-allotment option), comprising a primary component of approximately US$7.9 billion, and secondary sales by existing shareholders of approximately US$2.1 billion.
• The mid-point of the price range implies a market capitalisation for Glencore of approximately £36.5 billion (equivalent to approximately US$61 billion[1]) following the issuance of new shares in the IPO.
• IPO to include an offer to global institutional investors and to retail and professional investors in Hong Kong.
• Institutional investors can elect initially to register their shares on the principal register of members of the Company or on the Hong Kong branch register.
• Glencore has entered into agreements with a select group of cornerstone investors who have agreed to subscribe for approximately 31 per cent. of the total offer. This represents one of the largest cornerstone books by value ever achieved for an IPO.
• Final pricing is currently expected to be announced on or around 19 May 2011, with conditional dealings in the shares on the London Stock Exchange beginning the same day. Admission and unconditional dealings in the shares is expected to commence on or around 24 May 2011 in London and on or around 25 May 2011 in Hong Kong.
• Glencore’s operating and financial performance over the first quarter of 2011 continued to benefit from improved market conditions as also experienced in the final months of 2010.
Ivan Glasenberg, Glencore’s Chief Executive Officer, said today: “We are pleased by the strong investor interest shown in Glencore’s unique commodity business model. Today we are able to announce one of the largest cornerstone investor participations ever achieved for an IPO. Over the decades we have built our business on long-term mutually-beneficial relationships with customers, suppliers and capital providers. We believe that the price range of our offer continues that approach and we look forward to welcoming new shareholders as long-term partners in our growth.”
Price Range, Global Offer Structure and Implied Market Capitalisation
The price range for the International Offer (as defined below) has been set at between 480 pence and 580 pence per share.
The “Global Offer” comprises an offer of Glencore ordinary shares to global institutional investors (the “International Offer”) and an offering of shares to retail and professional investors in Hong Kong (the “Hong Kong Retail Offer”).
Glencore is targeting total gross proceeds from the Global Offer of approximately US$10 billion (assuming no exercise of the over-allotment option). The number of Glencore ordinary shares to be issued and sold in the Global Offer will depend on the final IPO price and the Pound Sterling and Hong Kong Dollar exchange rates against the US Dollar on the IPO price determination date.
The mid-point of the price range and the targeted total gross proceeds amount imply a market capitalisation for Glencore of approximately £36.5 billion (equivalent to approximately US$61 billion1) following the IPO[2].
The Global Offer is expected to comprise both a primary component of approximately US$7.9 billion, and secondary sales by existing shareholders of approximately US$2.1 billion solely to cover those shareholders’ expected individual tax liabilities and to repay a small tranche of loans from Glencore[3]. In the event of any Hong Kong Retail Offer clawback, the number of primary shares sold in the International Offer (but not the number of secondary shares) is expected to be reduced commensurately.
Shares offered under the International Offer can, at the election of investors, be initially registered on the Jersey principal share register and traded on the London Stock Exchange or, if the investor has a Hong Kong address, be initially registered on the Hong Kong branch share register and traded on the Hong Kong Stock Exchange. Investors electing to receive shares initially registered on the Hong Kong branch share register will pay the Hong Kong Dollar equivalent of the final International Offer price based on the Pound Sterling/Hong Kong Dollar exchange rate on the IPO price determination date. Shares registered on the Jersey principal share register and on the Hong Kong branch share register are fully fungible.
The Hong Kong Retail Offer will initially comprise the issue of 31.25 million shares, representing 2.5% of the maximum number of shares made available for sale in the Global Offer. The allocation of shares between the Hong Kong Retail Offer and the International Offer is subject to adjustment under the Hong Kong Listing Rules.
Additional new Glencore shares representing 10% of the number of Glencore shares issued and sold in the Global Offer will also be made available by the Company pursuant to an overallotment option.
Cornerstone Investors
In connection with the International Offer, the Company has entered into agreements (the ‘‘Cornerstone Investment Agreements’’) with certain cornerstone investors (the ‘‘Cornerstone Investors’’) who have agreed to subscribe for shares in the International Offer at share price levels within the price range. The total number of Glencore shares subscribed for by Cornerstone Investors is expected to represent approximately 31 per cent. of the Global Offer, assuming the overallotment option is not exercised. This represents one of the largest cornerstone books by value ever achieved for an IPO.
Shares acquired pursuant to the Cornerstone Investment Agreements are subject to six month lock-up from Admission, subject to certain customary exceptions.
Index eligibility
Following discussions with FTSE and based on Glencore’s estimated market capitalisation upon IPO, it is anticipated that the Company will be included in the FTSE 100 under the fast-entry rule (that is, at close of business on the first day of unconditional dealings on the London Stock Exchange).
MSCI has announced that Glencore is expected to receive early inclusion into relevant MSCI indices. In accordance with its policy, MSCI stated that it will make a further announcement in this regard on the first day of conditional dealings in Glencore shares on the London Stock Exchange.
Publication of the Price Range Prospectus and Additional Information
An electronic copy of the Price Range Prospectus will be submitted to the National Storage Mechanism and should be available shortly for inspection at www.hemscott.com/nsm.do (as soon as it is uploaded by them). Hard copies of the Price Range Prospectus will also be available for collection, free of charge, during normal business hours, at the following addresses (as soon as they are printed and bound).
Ends --





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