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First Quantum Minerals Announces Early Results of Cash Tender Offer for Maximum Aggregate Principal Amount of $750,000,000

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First Quantum Minerals Announces Early Results of Cash Tender Offer for Maximum Aggregate Principal Amount of $750,000,000

First Quantum Minerals Ltd. (TSX: FM) today announced the early results of its previously announced offer to purchase for cash its outstanding 6.875% Senior Notes due 2027 in a maximum aggregate principal amount of up to $750,000,000, as further described in the offer to purchase for the Tender Offer dated February 19, 2025 and as previously announced on February 19, 2025.

As of 5:00 p.m., New York City time, on March 4, 2025, according to information provided by Kroll Issuer Services Limited, the tender and information agent for the Tender Offer, the aggregate principal amount of Notes listed in the table below has been validly tendered and not validly withdrawn in the Tender Offer. Withdrawal rights for the Notes expired at the Early Tender Time.

Issuer Title of
Security
CUSIP Number/
ISIN(1)
Principal 
Amount
Outstanding
Maximum Tender Amount Principal
Amount
Tendered at
Early Tender
Time
Principal
Amount
Accepted
Approximate
Proration Factor
First
Quantum
Minerals
Ltd.
6.875%
Senior Notes
Due 2027
144A CUSIP/ISIN
335934 AT2 / US335934AT24
Regulation S
CUSIP/ISIN
C3535C AM0 / USC3535CAM04
$1,500,000,000 $750,000,000 $1,372,316,000 $750,000,000 52.8985%

(1) CUSIP information is provided for the convenience of holders of the Notes (“Holders”). No representation is made as to the
correctness or accuracy of such numbers.
   

All conditions were satisfied or waived by the Company at the Early Tender Time. The Company has elected to exercise its right to make payment for Notes that were validly tendered on or prior to the Early Tender Time and that are accepted for purchase, on March 6, 2025 (the “Early Settlement Date”). The settlement date for all Notes validly tendered and not validly withdrawn prior to the Early Tender Time and accepted for purchase is expected to be on the Early Settlement Date.

As the aggregate principal amount of the Notes validly tendered and not validly withdrawn on or prior to the Early Tender Time exceeded the Maximum Tender Amount and although the Tender Offer will expire at 5:00 p.m., New York City time on March 19, 2025, the Company will accept for purchase the Notes on a prorated basis and will not accept for purchase any Notes validly tendered after the Early Tender Time.

Under the terms of the Tender Offer, Holders who validly tendered and did not validly withdraw their Notes at or prior to Early Tender Time were eligible to receive the Total Consideration of $1,012.00 per $1,000 principal amount of Notes, consisting of an Early Tender Premium equal to the Tender Consideration of $962.00 per $1,000 principal amount of Notes plus $50.00 per $1,000 principal amount of Notes, plus accrued and unpaid interest. Notes purchased in the Tender Offer will be retired and canceled. Capitalized terms used in this announcement but not otherwise defined shall have the meanings given to them in the Offer to Purchase. Full details of the terms and conditions of the Tender Offer are included in the Company’s Offer to Purchase and in the Company’s previous announcements with respect to the Tender Offer.

Copies of documents relating to the Tender Offer may be obtained from Kroll Issuer Services Limited, the Tender and Information Agent, at https://deals.is.kroll.com/fqml, by telephone at +44 20 7704 0880 or by e-mail at fqml@is.kroll.com.

The Company has engaged Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, BNP Paribas and ING Bank N.V., London Branch to serve as Dealer Managers for the Tender Offer (the “Dealer Managers”). Questions regarding the Tender Offer should be directed to a Dealer Manager using the following contact information, as applicable:

Goldman Sachs & Co. LLC by telephone at +1 (800) 828-3182 (U.S. toll-free) and +44 207 774 4836 (London) or by e-mail at gs-lm-nyc@ny.email.gs.com;

J.P. Morgan Securities LLC by telephone at +1 (212) 834-3554 (U.S. Collect) or +1 (866) 834-4666 (U.S. Toll-Free);

BNP PARIBAS by telephone at +33 1 55 77 78 94 (Europe), +1 (212) 841-3059 (U.S. collect) and +1 (888) 210-4358 or by email at liability.management@bnpparibas.com; and

ING Bank N.V., London Branch by telephone at +44 20 7767 6784 (Europe) or by email at liability.management@ing.com.

For further information, visit our website at www.first-quantum.com or contact:

Bonita To, Director, Investor Relations
(416) 361-6400 Toll-free: 1 (888) 688-6577
E-Mail: info@fqml.com

Posted March 5, 2025

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