First Quantum Minerals Ltd. Announces Pricing of Senior Notes Offering
NEWS RELEASE
17-08
March 16, 2017
www.first-quantum.com
FIRST QUANTUM MINERALS LTD. ANNOUNCES PRICING OF SENIOR NOTES OFFERING
First Quantum Minerals Ltd. (“First Quantum” or the “Company”, TSX Symbol “FM”) today announced that it has
successfully completed the pricing of its offering of Senior Notes due 2023 and 2025. The original offering amount of $1,600
million has been increased to $2,200 million, comprised of $1,100 million of Senior Notes due 2023 (the “2023 Notes”) and $1,100
million of Senior Notes due 2025 (the “2025 Notes” and together with the 2023 Notes, the “Notes”).
Interest on the 2023 Notes will accrue at a rate of 7.25% per annum and interest on the 2025 Notes will accrue at a rate of 7.50%
per annum. Settlement is expected to take place on or about March 22, 2017, subject to customary conditions precedent for sim ilar
transactions.
The Notes will be senior obligations of the Company and will be guaranteed by certai n of the Company's subsidiaries. Interest will
be payable semi-annually.
The Company intends to use the proceeds of the offering to refinance the Company's existing senior notes due 2019 and 2020 by
way of a tender offer and redemption, fully repay (witho ut cancelling) the Company’s revolving debt, repay a portion of the
Company’s term debt, repay certain other senior debt and pay fees associated with the offering , with the remainder of the proceeds
being used for general corporate purposes.
This announcement is not an offer of securities for sale in the United States or any other jurisdiction. The Notes have not been a nd
will not be registered under the U.S. Securities Act of 1933, as amended, or the securities laws of any other jurisdiction an d may
not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. An y
offers of the Notes will be made only by means of the offering memorandum. The Company does not intend to register any portio n
of this offering in the United States or to conduct a public offering in the United States or any other jurisdiction. Any pub lic offering
of securities to be made in the United States would be made by means of a prospectus that would contain detailed info rmation
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, Australia or any other jurisdiction.
In member states of the EEA, this announcement and any offer of securities if made subsequently is directed only at persons w ho
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 I nvestor. 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 I nvestors
or persons in the UK and other Member States (whe re 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 requireme nt 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 disclo sure 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 bei ng 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 offeri ng of
the securities referred to herein in Canada. No securities commission or similar regulatory authority in Canada has reviewed or in
any way passed upon this announcement or the merits of the securities referred to herein, and any representation to the contr ary is
an offence.
First Quantum Minerals Pricing of Senior Notes 17-08
Page 2 of 2
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 Qu antum at
one of the numbers listed at the end of this news release.
14th Floor, 543 Granville Street
Vancouver, British Columbia
V6C 1X8
+1 604-688-6577
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]
CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION
Certain information contained in this news release constitutes "forward -looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 and forward -looking information under applicable Canadian securities legislation. Such
forward-looking statements or information involve known and unknown risks, uncertainties, and other factors which may cause the
actual results, performance or achievements of the Company to be materially different from any future results, performance or
achievements expressed or implied by such forward -looking statements or information. Such factors may include, among others,
those factors disclosed in the Company's documents filed from time to time with the Alberta, British Columbia, Saskatchewan,
Manitoba, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Ontario Securities Commissions, the Autorité
des marchés financiers in Quebec, the United States Securities and Exchange Commission and the London Stock Exchange.