2023111601

Successor

AngloGold Ashanti Limited

Event Publicly Available Information:

Is there a Successor to AngloGold Ashanti Limited?

The Eligible Market Participant noted for the DC Question that:

  • AngloGold Ashanti Limited has undergone a corporate reorganisation involving the purchase of the assets of AngloGold Ashanti Limited by AngloGold Ashanti plc.  In connection with such reorganisation, AngloGold Ashanti Limited shares have been delisted from all the exchanges on which they were listed and the shares of AngloGold Ashanti plc have been listed on the NYSE, with secondary listings on the JSE, A2X and GhSE.  The purchase was effected through a scheme of arrangement in terms of section 114 of the South African Companies Act 2008 between AngloGold Ashanti Limited and its shareholders.  The group announced the reorganisation had been completed on 25 September 2023.
  • The announcement dated 12 May 2023 includes a paragraph that “AngloGold Ashanti plc, AngloGold Ashanti and AGAH having executed and delivered to The Bank of New York Mellon (“BONY”), as trustee, in form satisfactory to BONY acting reasonably, an indenture supplemental to the indenture dated as of 28 April 2010 and entered into between AGAH, AngloGold Ashanti and BONY (the “Original BONY Indenture”), in connection with the assumption by AngloGold Ashanti plc of the due and punctual performance of the guarantees and the performance or observance of every covenant of AngloGold Ashanti under the Original BONY Indenture”
  • The SEC filing contains the following paragraph “The AGAH Sale, which was consummated on September 23, 2023, constituted the sale of AGA’s properties and assets substantially as an entirety to NewCo.  As a result, on September 23, 2023, AGAH, AGA, NewCo and The Bank of New York Mellon (the “Trustee”) entered into an indenture supplemental to the indenture, dated as of April 28, 2010, among AGAH, as issuer, AGA, as guarantor, and the Trustee (as supplemented, the “Indenture”), whereby NewCo succeeded to AGA as guarantor of all bonds previously issued and to be issued by AGAH under the Indenture, including $750,000,000 aggregate principal amount of AGAH’s 3.375% Notes due 2028, $700,000,000 aggregate principal amount of AGAH’s 3.750% Notes due 2030 and $300,000,000 aggregate principal amount of AGAH’s 6.500% Notes due 2040 (collectively, the “AGAH Notes”).”

The Eligible Market Participant also submitted the items below as supporting information for the potential DC Question.

DateDescriptionDocument
Closed

DC Decision

EMEA DC Statement – 4 December 2023

The EMEA DC considered whether there was a Successor to AngloGold Ashanti Limited (the Reference Entity or AGA) in respect of 2014 Transactions due to a reorganisation of the AngloGold Ashanti group (the Reorganisation).

Prior to the Reorganisation, the Reference Entity provided guarantees of the following notes issued by AngloGold Ashanti Holdings plc (AGAH) pursuant to an indenture dated 28 April 2010 between AGAH as issuer, the Reference Entity as guarantor and The Bank of New York Mellon as trustee (the Original Indenture):

  • $750,000,000 3.375% Notes due 2028;
  • $700,000,000 3.750% Notes due 2030; and
  • $300,000,000 6.500% Notes due 2040,

(together, the Notes).

The EMEA DC reviewed the terms of the Original Indenture and determined that the guarantees in respect of the Notes constituted Relevant Obligations of the Reference Entity. Based on the public information available to it, the EMEA DC determined that such Relevant Obligations constituted at least seventy-five per cent. of the Relevant Obligations of the Reference Entity. As per the Form 6K filing that was submitted with the DC Question, AngloGold Ashanti plc succeeded to the Reference Entity as guarantor of each of the Notes. In relation to the Succession Date, the EMEA DC noted that the reorganisation consisted of interconditional steps and the reorganisation as a whole was effective on 25 September 2023. Accordingly, the EMEA DC determined that (a) AngloGold Ashanti plc was the sole Successor to AngloGold Ashanti Limited and (b) the Succession Date was 25 September 2023.

Ongoing

DC Decision

Ongoing

EMEA DC Meeting Statement – 27 November 2023

The EMEA DC met today to commence discussions in relation to the DC Question. The EMEA DC agreed to meet again on Thursday 30 November 2023 to continue discussions.

Request Accepted by DC
Pending DC Consent