Fortescue Announces Expiration and Results of Tender Offers

Rhea-AI Summary

FMG Resources has announced the expiration of its cash tender offers for its 4.750% Senior Notes due 2022 and 5.125% Senior Notes due 2023, which concluded on March 25, 2021. A total of US$601.1 million of the 2022 Notes and US$356 million of the 2023 Notes were validly tendered. Holders of the accepted Notes will receive US$1,047 for each US$1,000 of the 2022 Notes and US$1,070 for the 2023 Notes, plus accrued interest, with payments expected on March 26, 2021, and March 30, 2021, respectively.

Positive

• Successful tender offer with US$601.1 million of 2022 Notes and US$356 million of 2023 Notes tendered.
• Holders will receive competitive consideration of US$1,047 for 2022 Notes and US$1,070 for 2023 Notes.

Negative

• None.

PERTH, Australia, March 26, 2021 /PRNewswire/ -- FMG Resources (August 2006) Pty Ltd (the "Company"), an Australian corporation and a direct wholly-owned subsidiary of Fortescue Metals Group Ltd ("Fortescue") (ASX: FMG), an Australian corporation, announced today that its previously announced cash tender offers for any and all of (i) the Company's 4.750% Senior Notes due 2022 (the "2022 Notes") and (ii) the Company's 5.125% Senior Notes due 2023 (the "2023 Notes" and, together with the 2022 Notes, the "Notes") expired at 5:00 p.m., New York City time, on March 25, 2021. According to the information provided by D.F. King & Co., Inc. ("D.F. King"), the Information Agent and Depositary for the tender offers, US$601,117,000 aggregate principal amount of the 2022 Notes and US$355,988,000 aggregate principal amount of the 2023 Notes were validly tendered and not validly withdrawn prior to or at the expiration of the tender offers. This amount excludes US$6,040,000 aggregate principal amount of the 2022 Notes and US$2,640,000 aggregate principal amount of the 2023 Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase, as amended, dated March 18, 2021 (the "Amended Offer to Purchase"), provided in connection with the tender offers, which remain subject to the holders' performance of the delivery requirements under such procedures. The obligation of the Company to accept Notes tendered and to pay the consideration for the Notes is subject to satisfaction or waiver of certain conditions and other terms set forth in the Amended Offer to Purchase. If the conditions are met and/or waived, the Company expects to pay for such Notes on March 26, 2021. The settlement date for Notes accepted for purchase and delivered pursuant to the guaranteed delivery procedures set forth in the Amended Offer to Purchase is expected to be on March 30, 2021.

Holders of Notes that were validly tendered and who did not validly withdraw their Notes prior to the expiration of the tender offers will receive total consideration of US$1,047.00 for each US$1,000 principal amount of 2022 Notes tendered and accepted for payment and US$1,070.00 for each US$1,000 principal amount of 2023 Notes tendered and accepted for payment, in each case plus accrued and unpaid interest from the last interest payment date for the Notes up to, but not including, the applicable settlement date.

The Company and Fortescue have retained J.P. Morgan Securities LLC ("J.P. Morgan") as the Dealer Manager for the tender offers. D.F. King is acting as the Information Agent and Depositary for the tender offers. For additional information regarding the terms of the tender offers, please contact J.P. Morgan at (866) 834-4087 (toll-free) or (212) 834-4087 (collect). Requests for documents and questions regarding the tendering of Notes may be directed to D.F. King by telephone at (866) 796-7179 (toll-free), facsimile at (212) 709-3328, or by email at fmg@dfking.com. Copies of the Amended Offer to Purchase, Letter of Transmittal and the Notice of Guaranteed Delivery may be accessed at www.dfking.com/fmg.  

This news release does not constitute an offer or an invitation to participate in the tender offers. The tender offers are being made pursuant to the Amended Offer to Purchase, dated March 18, 2021, and only in such jurisdictions as is permitted under applicable law.

Certain statements in this press release, including those describing the completion of the tender offers, constitute forward-looking statements. These statements are not historical facts but instead represent only Fortescue's belief regarding future events, many of which, by their nature, are inherently uncertain and outside Fortescue's control. It is possible that actual results will differ, possibly materially, from the anticipated results indicated in these statements.

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SOURCE Fortescue Metals Group Ltd

FAQ

What were the results of FMG Resources' tender offers?

FMG Resources reported US$601.1 million of 2022 Notes and US$356 million of 2023 Notes were validly tendered.

When did the tender offers expire for FMG Resources?

The tender offers expired on March 25, 2021.

What will the payment amounts be for the tendered Notes?

Holders of the 2022 Notes will receive US$1,047 and the 2023 Notes will receive US$1,070 for each US$1,000 principal amount tendered.

When can holders expect payment for the tendered Notes?

Payments for the accepted Notes are expected on March 26, 2021, for 2022 Notes and March 30, 2021, for notes delivered via guaranteed procedures.

Who is managing the tender offers for FMG Resources?

J.P. Morgan Securities LLC is the Dealer Manager for the tender offers.