PT Freeport Indonesia (“PT-FI” or the “Company”)
announced today that it has priced an offering (the “Notes
Offering”) of $3.0 billion of senior notes (collectively, the
“Notes”). Following is a summary of the three tranches of debt:
Description
Amount (in millions)
Maturity
4.763% Senior Notes
$750.0
Due April 14, 2027
5.315% Senior Notes
$1,500.0
Due April 14, 2032
6.200% Senior Notes
$750.0
Due April 14, 2052
Total
$3,000.0
The Notes are expected to be rated “Baa3” by Moody’s and “BBB-”
by Fitch.
The sale of the Notes is expected to settle on April 14, 2022,
subject to customary closing conditions. PT-FI intends to use the
net proceeds from the Notes Offering to finance its smelter
projects, refinancing and for general corporate purposes.
Interest on each series of the Notes will be payable
semi-annually in arrears on April 14 and October 14 of each year,
beginning on October 14, 2022. The Notes will mature on their
respective maturity dates, unless previously repurchased or
redeemed in accordance with their terms prior to such date.
Citigroup Global Markets Inc. and J.P. Morgan Securities plc are
the joint global coordinators for the offering. HSBC, Mandiri
Securities Pte. Ltd., Mizuho Securities Asia Limited and SMBC Nikko
Securities (Hong Kong) Limited, are the joint bookrunners for the
offering. CIMB Bank Berhad, Labuan Offshore Branch, IMI - Intesa
Sanpaolo, Malayan Banking Berhad, Standard Chartered Bank and
United Overseas Bank Limited are the co-managers for the Notes
Offering (collectively, the “Initial Purchasers”).
The Notes are offered (i) in the United States to persons
reasonably believed by the Initial Purchasers to be qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended (the “Securities Act”) and (ii) outside the
United States in compliance with Regulation S under the Securities
Act. The Notes have not been and will not be registered under the
Securities Act 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 Notes may not be offered or sold (i) in Indonesia to
Indonesian citizens or residents or foreign parties, or (ii)
outside Indonesia to Indonesian citizens wherever they are
domiciled, or to Indonesian residents, in a manner which
constitutes a public offering of the securities under Indonesian
Law No. 8 of 1995 on Capital Markets and its implementing
regulations, or a private placement of the securities under the OJK
Regulation No. 30/POJK.04/2019 on the Issuance of Debt Securities
and/or Sukuk without a Public Offering. PT-FI does not intend to
register any portion of the Notes Offering in Indonesia or to
conduct a public offering of the Notes in Indonesia.
This press release shall not constitute an offer to sell or a
solicitation of an offer to purchase any securities, nor shall
there be a sale of the securities in any state or jurisdiction in
which such an offer, solicitation or sale would be unlawful. A
rating is not a recommendation to buy, sell or hold the securities
and may be subject to suspension, reduction or withdrawal at any
time by the relevant rating agency. The significance of each rating
should be analyzed independently from any other rating.
About PT-FI
PT-FI operates one of the world’s largest copper and gold mines
at the Grasberg minerals district in Papua, Indonesia. PT-FI
produces copper concentrate that contains significant quantities of
gold and silver. PT-FI is owned 51.24% collectively by PT Indonesia
Asahan Aluminum (Persero) (PT Inalum, also known as MIND ID), an
Indonesia state-owned enterprise, and PT Indonesia Papua Metal Dan
Mineral, and 48.76% by Freeport-McMoRan Inc. (FCX), one of the
world’s largest publicly traded copper producers listed on the New
York Stock Exchange. FCX manages the mining operations of PT-FI.
PT-FI also owns a 39.5% interest in the PT Smelting copper smelter
in Gresik, Indonesia and is constructing a greenfield smelter to
increase in-country copper concentrate processing capacity. PT-FI
has successfully operated in Indonesia for approximately 55
years.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking statements, which
are all statements other than statements of historical facts, such
as plans, projections or expectations related to the Notes
Offering, including the use of proceeds therefrom and anticipated
settlement date. The words “anticipates,” “may,” “can,” “plans,”
“believes,” “estimates,” “expects,” “projects,” “targets,”
“intends,” “likely,” “will,” “should,” “could,” “to be,”
“assumptions,” “guidance,” “future,” “potential” and any similar
expressions are intended to identify those assertions as
forward-looking statements. PT-FI cautions readers that
forward-looking statements are not guarantees of future performance
and actual results may differ materially from those anticipated,
expected, projected or assumed in the forward-looking statements.
Important factors that can cause PT-FI’s actual results to differ
materially from those anticipated in the forward-looking statements
include, but are not limited to, PT-FI’s ability to consummate the
Notes Offering; corporate developments that could preclude, impair
or delay the Notes Offering; changes in the expected credit ratings
of the Notes; changes in PT-FI’s cash requirements, financial
position, financing plans or investment plans; changes in general
market, economic, tax, regulatory or industry conditions; supply of
and demand for, and prices of the commodities PT-FI produces,
primarily copper and gold; changes in general market, economic,
tax, regulatory or industry conditions, including as a result of
Russia’s invasion of Ukraine; reductions in liquidity and access to
capital; the ongoing COVID-19 pandemic and any future public health
crisis; PT-FI’s ability to contain and mitigate the risk of spread
or major outbreak of COVID-19 at its operating site; political and
social risks; operational risks inherent in mining, with higher
inherent risks in underground mining; fluctuations in price and
availability of commodities purchased; constraints on supply,
logistics and transportation services; supply of and demand for,
and prices of, copper and gold; mine sequencing; changes in mine
plans or operational modifications, delays, deferrals or
cancellations; production rates; timing of shipments; results of
technical, economic or feasibility studies; potential inventory
adjustments; potential impairment of long-lived mining assets;
potential effects of violence in Indonesia generally and in the
province of Papua; the Indonesian government’s extension of PT-FI’s
export license after March 19, 2023; satisfaction of requirements
in accordance with PT-FI’s IUPK and applicable laws and regulations
to extend mining rights from 2031 through 2041; the Indonesian
Government’s approval of a deferred schedule for completion of
additional domestic smelting capacity in Indonesia; cybersecurity
incidents; labor relations, including labor-related work stoppages
and costs; the results of the human health risk assessment to
evaluate the potential impacts of tailings and mining waste, and
compliance with applicable environmental, health and safety laws
and regulations; weather- and climate-related risks; environmental
risks and litigation results; PT-FI’s ability to comply with its
responsible production commitments under specific frameworks and
any changes to such frameworks and other factors.
Investors are cautioned that many of the assumptions upon which
PT-FI’s forward-looking statements are based are likely to change
after the forward-looking statements are made, including for
example commodity prices, which PT-FI cannot control, and
production volumes and costs, some aspects of which PT-FI may not
be able to control. Further, PT-FI may make changes to its business
plans that could affect its results. All information provided in
this press release is as of the date of this press release, and
PT-FI undertakes no duty to update such information, except as
required under applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20220407006094/en/
Financial Contacts: Kathleen L. Quirk (602) 366-8016
David P. Joint (504) 582-4203
Media Contact: Linda S. Hayes (602) 366-7824
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