First Quantum Minerals Ltd , today announced that it is launching an offering of $1,500 million of Senior Notes due 2024 (the “2024 Notes”) and Senior Notes due 2026 (the “2026 Notes” and together with the 2024 Notes, the “Notes”).
The Notes will be senior obligations of the Company and will be guaranteed by certain of the Company’s subsidiaries. Interest will be payable semi-annually. The interest rate, offering price and principal amount of each series of the Notes along with certain other terms will be determined at the time of pricing of the offering, subject to market conditions.
The Company intends to use the proceeds from the sale of the Notes (i) to repay amounts drawn and outstanding under the Company’s revolving credit facility entered into on October 19, 2017 with a view to providing liquidity sufficient to fund the Company’s share of remaining capital expenditures relating to the Cobre Panama project, (ii) to repay certain indebtedness under the Company’s term loan facility entered into on October 19, 2017, (iii) for general corporate purposes and (iv) to pay fees associated with the offering. The Company has prepared an offering memorandum which will be made available to selected prospective purchasers of the Notes.
This announcement is not an offer of securities for sale in the United States or any other jurisdiction. Securities may not be offered or sold in the United States unless they are registered or are exempt from registration. The Company does not intend to register any portion of this offering in the United States or to conduct a public offering in the United States or any other jurisdiction. Any public offering of securities to be made in the United States would be made by means of a prospectus that would contain detailed information about the Company and its management, as well as financial statements.
It may be unlawful to distribute this announcement in certain jurisdictions. The information in this announcement does not constitute an offer of securities for sale in the United States, Canada, Japan or Australia.
In member states of the EEA, this announcement and any offer of securities if made subsequently is directed only at persons who are “qualified investors” within the meaning of Article 2(1)(e) of the Prospectus Directive (“Qualified Investors”). Any person in the EEA who acquires securities in any offer of securities (an “investor”) or to whom any offer of securities is made will be deemed to have represented and agreed that it is a Qualified Investor. Any investor will also be deemed to have represented and agreed that any securities acquired by it in the offer have not been acquired on behalf of persons in the EEA other than Qualified Investors or persons in the UK and other Member States (where equivalent legislation exists) for whom the investor has authority to make decisions on a wholly discretionary basis, nor have the securities been acquired with a view to their offer or resale in the EEA to persons where this would result in a requirement for publication by the Company of a prospectus pursuant to Article 3 of the Prospectus Directive. The Company and others will rely upon the truth and accuracy of the foregoing representations and agreements. This announcement constitutes a public disclosure of inside information by the Company under Regulation (EU) 596/2014 (16 April 2014).
This communication is only directed at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) the high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with relevant persons. Any person who is not a relevant person should not act or rely on this communication or any of its contents.
This announcement is not, and under no circumstances is to be construed as, a prospectus, an advertisement or a public offering of the securities referred to herein in Canada. No securities commission or similar regulatory authority in Canadahas reviewed or in any way passed upon this announcement or the merits of the securities referred to herein, and any representation to the contrary is an offence.
First Quantum’s address is set out below. For further information, including obtaining a copy, once filed, of the report required to be filed with applicable securities regulators in respect of the matters described in this news release, please contact First Quantum at one of the numbers listed at the end of this news release.
14th Floor, 543 Granville Street
Vancouver, British Columbia
On Behalf of the Board of Directors of First Quantum Minerals Ltd.
G. Clive Newall