First Quantum Minerals Announces Cancellation of Notes Following Tender Offers, Satisfaction of Financing Condition and Satisfaction and Discharge of Indentures
NEWS RELEASE
17-11
March 22, 2017
www.first-quantum.com
FIRST QUANTUM MINERALS ANNOUNCES CANCELLATION OF NOTES FOLLOWING
TENDER OFFERS, SATISFACTION OF FINANCING CONDITION AND SATISFACTION AND
DISCHARGE OF INDENTURES
NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE
IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER TO
PURCHASE OR A SOLICITATION OF AN OFFER TO SELL ANY SECURITIES.
First Quantum Minerals Ltd. (“First Quantum” or the “Company”, TSX Symbol “FM” ) today announced that,
following set tlement of its offers to purchase for cash (i) any and all of its US$350,000,000 aggregate principal
amount outstanding 7.25% Senior Notes due 2019 (the “2019 Notes”) and (ii) any and all of its US$1,120,498,000
aggregate principal amount outstanding 6.75% Senior Notes due 2020 (the “2020 Notes”, and together with the 2019
Notes, the “Notes”) from holders of the Notes (“Holders”), which expired at 5:00 pm, New York City time, on
March 7, 2017, it has cancelled US$232,979,000 aggregate principal amount of the 2019 Notes and US$833,070,000
aggregate principal amount of the 2020 Notes. The offer to purchase the 2019 Notes and the offer to purchase the
2020 Notes are collectively referred to herein as the “Offers”. The Offers were made upon the terms and condit ions
of the offer to purchase distributed to Holders on March 13, 2017 (the “Offer to Purchase”) and the related notice of
guaranteed delivery.
The Company confirms that it will redeem (i) any 2019 Notes and 2020 Notes that were not validly tendered,
accepted for payment and cancelled in connection with the Offers and (ii) all of its US$30,583,000 aggregate
principal amount outstanding 8.75% Senior Notes due 2020 (the “2020 Akubra Notes”) and all of its US$302,000
aggregate principal amount outstanding 7.50% Senior Notes due 2021 (the “2021 Akubra Notes” and together with
the 2019 Notes, the 2020 Notes and the 2020 Akubra Notes, the “Notes”) in accordance with the terms of the
applicable indenture (each, an “Indenture” and together, t he “Indentures”) on April 12, 2017 (the “Redemption”).
The Financing Condition (as defined in the relevant notice of conditional redemption in respect of each of the 2019
Notes, the 2020 Notes, the 2020 Akubra Notes and the 2021 Akubra Notes) has been sati sfied and the Company has
deposited amounts required to fund the Redemption into accounts designated by the relevant trustees for the holders
of Notes. Furthermore, the Indentures have been discharged and have ceased to be of further effect as to all Notes in
accordance with the satisfaction and discharge provisions of the Indentures.
DISCLAIMER
This announcement is neither an offer to purchase nor the solicitation of an offer to sell any of the securities
described herein, nor shall there be any offer o r sale of such securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
This announcement must be read in conjunction with the Offer to Purchase. This announcement and the Offer to
Purchase contain important information in connection with the Offers and should be read carefully.
This announcement is not an offer of securities for sale in the United States or any other jurisdiction. None of the
securities described herein have been or will be registered under the U.S. S ecurities Act of 1933, as amended, or the
securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements. The Company does not intend to register s ecurities in the
First Quantum Minerals Cancellation of Notes 17-11
Page 2 of 2
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.
On Behalf of the Board of Directors of First Quantum Minerals Ltd.
G. Clive Newall
President
For further information visit our website at www.first-quantum.com
North American contact: Sharon Loung, Director, Investor Relations
Tel: (647) 346-3934 Fax: (604) 688-3818 Toll Free: 1 (888) 688-6577 E-Mail: [email protected]
United Kingdom contacts:
Clive Newall, President
Tel: +44 140 327 3484 Fax: +44 140 327 3494 E-Mail: [email protected]
Hannes Meyer, Chief Financial Officer
Tel: +44 207 612 8616 E-Mail: [email protected]
Martin Walker, Group Treasurer
Tel: +44 207 612 8638 E-Mail: [email protected]