Announcement of Offer Price
Hochschild Mining PLC
03 November 2006
The information contained herein is restricted and is not for release or
distribution, directly or indirectly, in or into the United States, Australia,
Canada or Japan or to residents or citizens of Australia, Canada or Japan.
This announcement is an advertisement and not a prospectus and investors should
not subscribe for or purchase any shares referred to in this announcement except
on the basis of information in the prospectus to be published by Hochschild
Mining plc (the 'Company') in due course in connection with the admission of the
ordinary shares in the capital of the Company ('Ordinary Shares') to the
Official List of the Financial Services Authority and to trading on London Stock
Exchange plc's main market for listed securities (the 'Prospectus'). Copies of
the Prospectus will, following publication, be available from Hochschild Mining
plc's registered office at One Silk Street, London EC2Y 8HQ.
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3 November 2006
Hochschild Mining plc
('Hochschild Mining' or the 'Company')
Announcement of Offer Price of 350 pence per Ordinary Share
Hochschild Mining plc, a leading precious metals producer, today announces the
successful pricing of its initial public offering to institutional investors in
the UK and elsewhere of Ordinary Shares on the Main Market of the London Stock
Exchange (the 'Global Offer').
The offer price has been set at 350 pence per Ordinary Share (the 'Offer
Price').
• Based on the Offer Price, the market capitalisation of Hochschild Mining
immediately following the Global Offer will be approximately £1,076 million.
Assuming FTSE index inclusion, and based on current market valuations,
Hochschild Mining would rank number 99 in the FTSE 250.
• The Global Offer comprises approximately 77.3 million new Ordinary
Shares, representing approximately 25% of the 307.4 million Ordinary Shares in
issue following completion of the Global Offer.
• The total gross proceeds of the Global Offer are expected to be
approximately £270 million. The principal use of the proceeds to be received by
Hochschild Mining is to maximise the potential of its existing operations, to
achieve growth through delivery of its project pipeline, to repay existing debt
and to exploit market and geographic niches to seek additional growth
opportunities, whether by way of further exploration, joint ventures or
strategic acquisitions.
• The Ordinary Shares in the Global Offer have been placed with a broad
base of institutional investors following a roadshow across the UK, Continental
Europe, the United States and Canada.
• An over-allotment option of up to 15 per cent. of the Global Offer has
been granted, exercisable for a period of up to 30 days, consisting entirely of
existing Ordinary Shares, which may result in certain existing shareholders
selling up to 11.6 million existing Ordinary Shares at the Offer Price.
• In addition to the Global Offer, the Company is issuing approximately
100 thousand Ordinary Shares at the Offer Price in a separate private placement
to certain of its directors and to certain employees of Hochschild Mining and
Hochschild Group companies.
• Conditional dealings will commence on the London Stock Exchange at 8:00am
(London time) today under the ticker 'HOC'.
• It is expected that Admission of the Ordinary Shares to the Official
List of the Financial Services Authority and to trading on the London Stock
Exchange's market for listed securities will become effective, and unconditional
dealings will commence, at 8:00 am (London time) on Wednesday, 8 November 2006.
• Directors, employees and their related interests will continue to hold
approximately 75% of the Ordinary Shares following the Global Offer (prior to
the exercise of the over-allotment option). The Company, each of the Directors
and the Senior Management have agreed to enter into lock-up arrangements for a
period of 12 months after Admission.
Commenting on today's announcement, Eduardo Hochschild, Executive Chairman of
Hochschild Mining said: 'We are delighted with the strong support for the IPO of
Hochschild Mining. The IPO proceeds will help us to finance our Latin American
growth strategy. We have a strong project pipeline and also plan to maximize the
potential of our existing operations. We are especially pleased with the quality
of the investors joining us and welcome them as new shareholders. Their support
will allow us to consolidate our position as a leading precious metals producer.
We look forward to embarking on the next phase of our development as a publicly
listed company.'
The following individuals have been appointed to the Board of Directors:
Eduardo Hochschild Executive Chairman
Roberto Danino Deputy Chairman and Executive Director
Alberto Beeck Executive Director, Strategy and Corporate Development
Sir Malcolm Field Senior Non-Executive Director
Jorge Born Jr. Non-Executive Director
Nigel Moore Non-Executive Director
Dionisio Romero Non-Executive Director
Any allocations under the Global Offer will be conditional on Admission to
listing. All dealings on the London Stock Exchange between commencement of
conditional dealings and the commencement of unconditional dealings will be on a
'when issued' basis. If the Global Offer does not become unconditional, all such
dealings will be of no effect and any such dealings will be at the sole risk of
the parties concerned.
JPMorgan Cazenove Limited and Goldman Sachs International are Joint Sponsors,
Joint Global Co-ordinators and Joint Bookrunners for the IPO. JPMorgan Cazenove
is also acting as Financial Adviser to Hochschild Mining and Stabilising
Manager. Canaccord Adams Limited is Co-Lead Manager and Nomura International plc
is Co-Manager.
ENQUIRIES
JPMorgan Cazenove Limited Tel: +44 207 588 2828
Ian Hannam
Arjun Khullar
Goldman Sachs International Tel: +44 207 774 1000
Alasdair Warren
Chris Bischoff
Finsbury Tel: +44 207 251 3801
Roland Rudd
Robin Walker
In connection with the Global Offer, JPMorgan Cazenove Limited, as stabilising
manager, may (but will be under no obligation to) over-allot Ordinary Shares up
to a maximum of 15 per cent. of the total number of Ordinary Shares comprised in
the Global Offer or effect other stabilisation transactions with a view to
supporting the market price of the Ordinary Shares at a higher level than that
which might otherwise prevail in the open market. Such stabilisation activities
may be effected on any securities market, over-the-counter market, stock
exchange or otherwise and may be undertaken at any time during the period
commencing on the date of the commencement of conditional trading and ending no
later than 30 calendar days thereafter. However, there is no obligation on
JPMorgan Cazenove Limited or any of its agents to effect stabilising
transactions and no assurance that stabilising transactions will be undertaken.
Such stabilisation, if commenced, may be discontinued at any time without prior
notice. In no event will measures be taken to stabilise the market price of the
Ordinary Shares above the Offer Price.
Except as required by law or regulation above, JPMorgan Cazenove Limited does
not intend to disclose the extent of any over-allotments made and/or
stabilisation transactions conducted in relation to the Global Offer. Certain
shareholders in the Company (the 'Over allotment Shareholders') will grant
JPMorgan Cazenove Limited, as stabilising manager, the Over-allotment Option
pursuant to which JPMorgan Cazenove Limited may require the Over allotment
Shareholders to procure the sale of Ordinary Shares at the Offer Price to cover
over-allotments, if any, made in connection with the Global Offer and to cover
any short positions resulting from stabilisation transactions. The number of
Ordinary Shares to be subject to the Over-allotment Option is, in aggregate,
expected to be equal to approximately 15 per cent. of the total number of
Ordinary Shares to be issued in the Global Offer (before any exercise of the
Over-allotment Option). The Over-allotment Option may be exercised from the date
of the commencement of conditional trading for a period of 30 calendar days
thereafter, provided that it may only be exercised to the extent that Ordinary
Shares have been over-allotted.
This announcement has been prepared and issued by Hochschild Mining plc and is
the sole responsibility of Hochschild Mining plc and has been approved solely
for the purposes of Section 21 of the Financial Services and Markets Act 2000 by
JPMorgan Cazenove Limited of 20 Moorgate, London EC2R 6DA and Goldman Sachs
International of Peterborough Court, 133 Fleet Street, London EC4A 2BB.
The information contained herein is restricted and is not for publication,
distribution or release in or into the United States, Canada, Japan or
Australia. This announcement is not an offer of securities for sale or
solicitation of an offer to purchase securities in the United States or any
other jurisdiction. The Ordinary Shares referred to herein have not been and
will not be registered under the U.S. Securities Act of 1933, as amended and may
not be offered or sold in the United States absent registration under the
Securities Act or an applicable exemption from such registration. There will be
no public offering of the Ordinary Shares in the United States.
JPMorgan Cazenove and Goldman Sachs International are acting exclusively for
Hochschild Mining plc and no one else in relation to the Global Offer and will
not be responsible to any other person for providing the protections afforded to
their respective clients or for providing advice in relation to the Global
Offer.
No offer or invitation to acquire shares in Hochschild Mining plc is being made
by or in connection with this announcement. Any such offer will be made solely
by means of the Prospectus to be published in due course and any acquisition of
shares should be made solely on the basis of the information contained in such
document and any supplements thereto. The Prospectus will contain certain
detailed information about Hochschild Mining plc and its management, as well as
financial statements and other financial data.
The value of shares can go down as well as up. Past performance is not a guide
to future performance. Persons needing advice should consult a professional
adviser.
Certain statements contained in this announcement are or may constitute 'forward
looking statements'. Such forward looking statements involve risks,
uncertainties and other factors which may cause the actual results, performance
or achievement of the Company to be materially different from any future
results, performance or achievements expressed or implied by such forward
looking statements. Such risks, uncertainties and other factors include, among
others, dependency on key customers, difficulties in forecasting demand,
dependency on key suppliers, delays in the introduction of new products,
decreases in demand for the Group's products, the Company's failure to introduce
new products and to implement new techniques and general economic and business
conditions, particularly in Europe and the United States. These forward looking
statements speak only as at the date of this announcement and the Company does
not undertake any obligation to update or revise publicly any forward looking
statement, whether as a result of new information, future events or otherwise.
- Ends -
NOTES TO EDITORS
Company overview
Hochschild Mining is a leading Peruvian precious metals company with a primary
focus on the exploration, mining, processing and sale of silver and gold. The
Company is the fourth largest primary silver producer and produces a significant
quantity of gold (approximately 10.5 million ounces of silver and approximately
233 thousand ounces of gold in 2005). Hochschild Mining has over forty years
experience in the exploration, evaluation and extraction of precious metal
epithermal vein deposits. Currently, it has three underground, epithermal vein
mines supported by fully developed infrastructure, consisting of the Arcata,
Ares and Selene operations in Southern Peru. The Company also has two advanced
and two early stage development projects in Argentina, Mexico and Peru. In
addition to its development projects, the Company has over twenty long-term
prospects throughout Latin America that are at various stages of development.
The Company has a high-grade reserve base and a proven track record of
consistent reserves replacement, sustaining the reserve and resource base at
each of its current operating mines in step with production over many years. The
Company has a track record of sustained profitability underpinned by its low
cash costs of production (in 2005 its cash costs of production on a co-product
basis were US$2.65/oz for silver and US$169/oz for gold). This places Hochschild
Mining within the first quartile of the 2005 global cost curve for both silver
and gold according to CRU Strategies Limited and GFMS Limited, respectively. The
Company's headquarters are in Lima and it has a senior management presence in
London.
Key strengths
The Directors believe that the key strengths of Hochschild Mining's business are:
- Its leading position as a precious metals producer, the fourth
largest primary silver producer globally and a significant producer of gold;
- Its low cash costs and strong returns on invested capital;
- Its proven track record of production growth and reserve replacement;
- Its expertise in underground mining in Latin America;
- Its attractive growth opportunities from both development projects
and prospects; and
- Its responsibility towards employees, the environment and local communities.
Strategy
The Hochschild Mining Group's strategy is to achieve growth as a high-margin,
cash generative, precious metals producer in Latin America, continuing its
primary focus on silver and gold production, and to enhance overall value for
its shareholders, whilst maintaining a strong focus on operational excellence
and on its social and environmental responsibilities.
The Company intends to pursue this strategy:
- By continuing to maximise the potential of its existing operations
through increased efficiency and increased investment in exploration and
facilities;
- By delivery of its project pipeline and development of its portfolio
of long-term prospects into producing mines, with plans to further increase
annual production to approximately 50 million silver equivalent ounces (830,000
gold equivalent ounces) from both its existing operations and its development
projects by 2011; and
- By leveraging its operating expertise and Latin American experience
to seek additional growth opportunities through further exploration,
acquisitions or joint ventures, with a focus precious metal assets of a size and
scale similar to its current operations, whilst offering high margins and
attractive growth potential.
History
Hochschild Mining, a Peruvian company, is the group of companies which
previously comprised the mining division of the Hochschild Group founded in
Chile in 1911 by Mauricio Hochschild. Following World War I, the Hochschild
Group expanded into Bolivia, where it developed significant interests in tin.
The Hochschild Group commenced operations in Peru in 1925 and in 1945 Luis
Hochschild joined the Hochschild Group's Peruvian operations. During the first
decades of its operations, the Hochschild Group focused on the commercialisation
of minerals, and it was not until the 1940s that it began operating its first
mines, although mineral commercialisation remained the Hochschild Group's main
source of revenue. During World War II, the Hochschild Group was a key supplier
of tin and other metals to the allied forces. In the 1960s the Hochschild Group
developed the Arcata mine in Peru, which is still in production today. The
Hochschild Group expanded further into mining in the 1960s and 1970s, opening or
expanding mines in Brazil, Peru and Chile, such as the Mantos Blancos copper
mine in Chile.
In November 1984, the South American mining operations of the Hochschild Group
were sold to Anglo American Corporation of South Africa who, in the same month, sold the
Peruvian operations of the Hochschild Group to a group of companies owned by
Luis Hochschild.
In 1995, Hochschild Mining launched an extensive exploration programme,
uncovering and further developing several sites in Peru, including the Ares,
Selene and Sipan sites. By 2001, the Company had assembled an experienced
professional management team which has taken forward the Company's strategy of
international expansion. As a result of this strategy, between 2001 and 2006,
the Company opened exploration offices and identified a number of projects and
prospects in Argentina, Mexico and Chile, and entered into various joint venture
agreements with local or overseas mining partners, notably those relating to the
San Jose, Pallancata, Mina Moris and San Felipe development projects.
Eduardo Hochschild, Luis Hochschild's son, joined the Group in 1987 as Safety
Assistant at the Arcata operating unit and has been head of the Hochschild Mining
Group since 1998. Eduardo Hochschild is now the Executive Chairman of the
Hochschild Mining Group, a position he has held since 2006.
This information is provided by RNS
The company news service from the London Stock Exchange