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Mining Company, First Quantum Minerals, Declares Cash Purchase Offer for Its $250 Million Worth of 9.375% Senior Secured Second Lien Notes maturing in 2029

First Quantum Minerals Ltd., identified as First Quantum or the Company (traded as FM on TSX, FQVLF on OTC), has initiated a cash tender offer (referred to as the Tender Offer) to buy back its outstanding 9.375% Senior Secured Second Lien Notes due in 2029.

First Quantum Minerals Plans to Acquire Its $250 Million Worth of 9.375% Senior Secured Second Lien...
First Quantum Minerals Plans to Acquire Its $250 Million Worth of 9.375% Senior Secured Second Lien Notes Due 2029 via a Cash Tender Offer

Mining Company, First Quantum Minerals, Declares Cash Purchase Offer for Its $250 Million Worth of 9.375% Senior Secured Second Lien Notes maturing in 2029

First Quantum Minerals Ltd, a leading mining company, has announced a cash tender offer to purchase up to $250 million of its outstanding 9.375% Senior Secured Second Lien Notes due 2029.

The total consideration for each $1,000 principal amount of notes validly tendered and accepted is $1,066.25. This includes a $50 early tender premium, which is offered to those who tender before August 19, 2025. This raises the total consideration to $1,066.25, as compared to $1,016.25 for notes tendered after the early tender deadline.

Key details of the tender offer include:

  • The maximum aggregate principal amount the company will purchase is up to $250 million. If valid tenders exceed this amount, the tendered notes may be subject to proration.
  • Holders who validly tender will also receive accrued and unpaid interest from the last interest payment date up to, but not including, the settlement date.
  • Early settlement for notes tendered at or prior to the early tender time is expected to occur on the second business day following the early tender time, assuming the company exercises this right and all conditions are met or waived.
  • Final settlement for notes tendered after the early tender deadline but on or before the expiration date will occur two business days after the expiration time, unless extended or terminated.
  • The tender offer is not conditioned on any minimum amount of notes being tendered but is subject to the maximum tender amount restriction.
  • The company has engaged J.P. Morgan, Goldman Sachs, BMO Capital Markets, and Société Générale as dealer managers for the offer.

Conditions for the offer include satisfaction or waiver of customary conditions detailed fully in the Offer to Purchase document, which is available through Kroll Issuer Services Limited or the company's information agent.

Holders of the notes are advised to consult their own investment and tax advisors before making decisions regarding the tender offer. The tender offer is not being conducted as a public offering in the United States or any other jurisdiction.

For media enquiries, please contact James Devas, Manager, Corporate Affairs, at 44 207 291 6630 or email [email protected]. For investor relations, contact Bonita To, Director, Investor Relations, at (416) 361-6400 or Toll-free: 1 (888) 688-6577, or email [email protected].

For tender offer inquiries, contact Société Générale at +33 (0) 1 42 13 32 4 or +1 (855) 881-2108 (U.S. Toll Free).

The tender offer may be subject to restrictions by law in certain jurisdictions. The New Notes will not be registered under the U.S. Securities Act or the securities laws of any state of the U.S. or other jurisdictions. None of the Company, Dealer Managers, or Tender and Information Agent make any recommendation regarding the Tender Offer. The Company reserves the right to amend, extend, withdraw or terminate the Tender Offer at any time. Copies of documents relating to the Tender Offer may be obtained from Kroll Issuer Services Limited, the Tender and Information Agent. The Tender Offer will expire at 5:00 pm, New York City time, on September 3, 2025 (subject to extension).

First Quantum Minerals Ltd is engaging in a finance-related move by offering investors an opportunity to invest in new securities, which are the New Notes, through a tender offer. The company has enlisted J.P. Morgan, Goldman Sachs, BMO Capital Markets, and Société Générale as dealer managers for this business endeavor.

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