Changes to Preliminary Prospectus Supplement. In addition to the foregoing pricing information, the preliminary prospectus supplement is hereby revised to reflect the following: The Issuer has upsized the aggregate principal amount of the offering of the notes to $1,500,000,000. The additional net proceeds will be used to fund the purchase of the tender offer notes in the tender offers. As a result of the upsize, the “As adjusted” numbers in the table under the heading “Capitalization” are amended to assume that 3.55% Senior Notes due 2022, 3.875% Senior Notes due 2023 and 4.55% Senior Notes due 2024 will be accepted for payment in the tender offers for aggregate principal amounts of $403 million, $961 million and $80 million, respectively, and such tender offer notes are tendered at or prior to the early tender offer deadline and are purchased at a price of $1,032.50, $1,040.00 and $1,050.00, respectively, per $1,000 principal amount of tender offer notes. Additional conforming changes are hereby made to the preliminary prospectus supplement to reflect the amendments described herein. Filed pursuant to Rule 433 Free Writing Prospectus dated July 13, 2020 Registration Statement No. 333-226675 FREEPORT-MCMORAN INC. Pricing Term Sheet – July 13, 2020 $850,000,000 4.625% Senior Notes due 2030 (the “2030 Notes”) Issuer: Freeport-McMoRan Inc. (the “Issuer”) Guarantor: Freeport-McMoRan Oil & Gas LLC Security Description: Senior Unsecured Notes Distribution: SEC Registered Size: $850,000,000 Issue Price: 100% Maturity: August 1, 2030 Coupon: 4.625% Yield to Maturity: 4.625% Interest Payment Dates: August 1 and February 1 Record Dates: July 15 and January 15 First Interest Payment Date: February 1, 2021 Optional Redemption: Except as described below and in the sections titled “Optional Redemption with Equity Offering Proceeds” and “Make-Whole Redemption”, the 2030 Notes are not redeemable until August 1, 2025. The 2030 Notes may be redeemed by the Issuer in whole or in part, from time to time on or after the applicable dates set forth below, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest on the 2030 Notes to be redeemed to, but not including, the applicable redemption date, if on and after the issue date, redeemed during the twelve-month period beginning on August 1 of the years indicated below: Year Percentage 2025 102.313% 2026 101.542% 2027 100.771% 2028 and thereafter 100.000% Optional Redemption with Equity Offering Proceeds: At any time, or from time to time, on and after the issue date and prior to August 1, 2023, the Issuer may, at its option, redeem in the aggregate up to 35% of the aggregate principal amount of the 2030 Notes with the net cash proceeds of one or more certain equity offerings at a redemption price equal to 104.625% of the principal amount of the 2030 Notes redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the date of redemption. Make-Whole Redemption: The Issuer may, at its option, redeem all or part of the 2030 Notes at a make-whole price, plus accrued and unpaid interest, if any, to, but not including, the date of redemption at any time prior to August 1, 2025. Use of Proceeds: The Issuer intends to use the net proceeds from the offering of the 2030 Notes, together with the net proceeds from the 2028 Notes (as defined below) and, if necessary, cash on-hand or available liquidity to fund the purchase of the notes in the tender offers for the Issuer’s outstanding 3.55% Senior Notes due 2022, 3.875% Senior Notes due 2023 and 4.55% Senior Notes due 2024 and the payment of accrued and unpaid interest, premiums, fees and expenses in connection therewith. Any net proceeds not used for the tender offers will be used for general corporate purposes, which may include repurchases or redemptions of the Issuer’s notes. Trade Date: July 13, 2020 Settlement Date: July 27, 2020 (T+10) Extended Settlement: Delivery of the 2030 Notes will be made against payment therefor on or about July 27, 2020, which will be the tenth business day following the date of pricing of the notes, or ‘‘T+10.’’ Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the 2030 Notes on the date of pricing or the next seven succeeding business days will be required, by virtue of the fact that the notes initially settle in T+10, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Minimum Denominations: $2,000 x $1,000 CUSIP: 00000XXX0 XXXX: XX00000XXX00 Xxxxxxx0: [Omitted] Bookrunners: X.X. Xxxxxx Securities LLC BofA Securities, Inc. BNP Paribas Securities Corp. Citigroup Global Markets Inc. HSBC Securities (USA) Inc. Mizuho Securities USA LLC SMBC Nikko Securities America, Inc. BMO Capital Markets Corp. MUFG Securities Americas Inc. Scotia Capital (USA) Inc. Senior Co-Managers: BBVA Securities Inc. CIBC World Markets Corp. ABN AMRO Securities (USA) LLC Credit Agricole Securities (USA) Inc. RBC Capital Markets, LLC U.S. Bancorp Investments, Inc. Co-Managers: Citizens Capital Markets, Inc. Banca IMI S.p.A.4 Loop Capital Markets LLC Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC 3 Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
Appears in 1 contract
Samples: Freeport-McMoran Inc
Changes to Preliminary Prospectus Supplement. In addition to the foregoing pricing information, the preliminary prospectus supplement is hereby revised to reflect the following: The Issuer has upsized the aggregate principal amount of the offering of the notes to $1,500,000,0001,300,000,000. The additional net proceeds will be used to fund the purchase of the tender offer notes in the tender offers. As a result of the upsize, the “As adjusted” numbers in the table under the heading “Capitalization” are amended to assume that that: (i) 4.00% Senior Notes due 2021, 3.55% Senior Notes due 2022, 2022 and 3.875% Senior Notes due 2023 and 4.55% Senior Notes due 2024 will be accepted for payment in the tender offers for aggregate principal amounts of $403 195 million, $961 658 million and $80 409 million, respectivelyrespectively (or in the case of the 4.00% Senior Notes due 2021 only, the subsequent redemption of all the 4.00% Senior Notes due 2021 that remain outstanding following the expiration of the tender offer), and such tender offer notes are tendered at or prior to the early tender offer deadline and are purchased at a price of $1,032.50103.766, $1,040.00 102.375 and $1,050.00103.50, respectively, per $1,000 principal amount of tender offer notesnotes (or in the case of the Senior Notes due 2021 only, the subsequent redemption of all the 4.00% Senior Notes due 2021 that remain outstanding following the expiration of the tender offer are redeemed at a price of $103.766 per $1,000 principal amount of notes redeemed) and (ii) no 4.55% Senior Notes due 2024 are accepted in the tender offers. Additional conforming changes are hereby made to the preliminary prospectus supplement to reflect the amendments described herein. Filed pursuant to Rule 433 Free Writing Prospectus dated July 13February 19, 2020 Registration Statement No. 333-226675 FREEPORT-MCMORAN INC. Pricing Term Sheet – July 13February 19, 2020 $850,000,000 4.625600,000,000 4.250% Senior Notes due 2030 (the “2030 Notes”) Issuer: Freeport-McMoRan Inc. (the “Issuer”) Guarantor: Freeport-McMoRan Oil & Gas LLC Security Description: Senior Unsecured Notes Distribution: SEC Registered Size: $850,000,000 600,000,000 Issue Price: 100% Maturity: August March 1, 2030 Coupon: 4.6254.250% Yield to Maturity: 4.6254.250% Interest Payment Dates: August March 1 and February September 1 Record Dates: July February 15 and January August 15 First Interest Payment Date: February September 1, 2021 2020 Optional Redemption: Except as described below and in the sections titled “Optional Redemption with Equity Offering Proceeds” and “Make-Whole Redemption”, the 2030 Notes are not redeemable until August March 1, 2025. The 2030 Notes may be redeemed by the Issuer in whole or in part, from time to time on or after the applicable dates set forth below, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest on the 2030 Notes to be redeemed to, but not including, the applicable redemption date, if on and after the issue date, redeemed during the twelve-month period beginning on August March 1 of the years indicated below: Year Percentage 2025 102.313102.125% 2026 101.542101.417% 2027 100.771100.708% 2028 and thereafter 100.000% Optional Redemption with Equity Offering Proceeds: At any time, or from time to time, on and after the issue date and prior to August March 1, 20232025, the Issuer may, at its option, redeem in the aggregate up to 35% of the aggregate principal amount of the 2030 Notes with the net cash proceeds of one or more certain equity offerings at a redemption price equal to 104.625104.250% of the principal amount of the 2030 Notes redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the date of redemption. Make-Whole Redemption: The Issuer may, at its option, redeem all or part of the 2030 Notes at a make-whole price, plus accrued and unpaid interest, if any, to, but not including, the date of redemption at any time prior to August March 1, 2025. Use of Proceeds: The Issuer intends to use the net proceeds from the offering of the 2030 Notes, together with the net proceeds from the 2028 Notes (as defined below) and, if necessary, cash on-on hand or available liquidity liquidity, to fund the purchase of the notes in the tender offers for the Issuer’s outstanding 4.00% Senior Notes due 2021, 3.55% Senior Notes due 2022, 3.875% Senior Notes due 2023 and 4.55% Senior Notes due 2024 and the payment of accrued and unpaid interest, premiums, fees and expenses in connection therewith. Any To the extent all of the 4.00% Senior Notes due 2021 are not tendered and purchased in the tender offers, the Issuer may, but is not obligated to, use a portion of any remaining net proceeds not used for the tender offers will be used for general corporate purposes, which may include repurchases from this offering to redeem all or redemptions a portion of the Issuer’s notesremaining 4.00% Senior Notes due 2021 in accordance with the provisions of the indenture governing the 4.00% Senior Notes due 2021. Trade Date: July 13February 19, 2020 Settlement Date: July 27March 4, 2020 (T+10) Extended Settlement: Delivery of the 2030 Notes will be made against payment therefor on or about July 27March 4, 2020, which will be the tenth business day following the date of pricing of the notes, or ‘‘T+10.’’ Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the 2030 Notes on the date of pricing or the next seven succeeding business days will be required, by virtue of the fact that the notes initially settle in T+10, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Minimum Denominations: $2,000 x $1,000 CUSIP: 00000XXX0 XXXXISIN: XX00000XXX00 Xxxxxxx0: [Omitted] Bookrunners: X.X. Xxxxxx Securities LLC BofA Securities, Inc. BNP Paribas Securities Corp. Citigroup Global Markets Inc. HSBC Securities (USA) Inc. Mizuho Securities USA LLC SMBC Nikko Securities America, Inc. BMO Capital Markets Corp. MUFG Securities Americas Inc. Scotia Capital (USA) Inc. Senior Co-Managers: BBVA Securities Inc. CIBC World Markets Corp. ABN AMRO Securities (USA) LLC Credit Agricole Securities (USA) Inc. RBC Capital Markets, LLC U.S. Bancorp Investments, Inc. Co-Managers: Citizens Capital Markets, Inc. Banca IMI S.p.A.4 Loop Capital Markets LLC Xxxxxxx Xxxxxxxx Xxxxx Shank & Co., LLC 3 2 Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Additional Information: On the date we issue the 2030 Notes, we are also issuing $700,000,000 4.125% Senior Notes due 2028 (the “2028 Notes”). The Issuer has previously filed a registration statement (including a prospectus and a preliminary prospectus supplement) on Form S-3 with the Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus and the preliminary prospectus supplement in that registration statement and the post-effective amendment and any other documents that the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the Issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and the preliminary prospectus supplement if you request it by calling X.X. Xxxxxx Securities LLC collect at 000-000-0000. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.
Appears in 1 contract
Samples: Freeport-McMoran Inc
Changes to Preliminary Prospectus Supplement. In addition to the foregoing pricing information, the preliminary prospectus supplement is hereby revised to reflect the following: The Issuer has upsized the aggregate principal amount of the offering of the notes to $1,500,000,0001,300,000,000. The additional net proceeds will be used to fund the purchase of the tender offer notes in the tender offers. As a result of the upsize, the “As adjusted” numbers in the table under the heading “Capitalization” are amended to assume that that: (i) 4.00% Senior Notes due 2021, 3.55% Senior Notes due 2022, 2022 and 3.875% Senior Notes due 2023 and 4.55% Senior Notes due 2024 will be accepted for payment in the tender offers for aggregate principal amounts of $403 195 million, $961 658 million and $80 409 million, respectivelyrespectively (or in the case of the 4.00% Senior Notes due 2021 only, the subsequent redemption of all the 4.00% Senior Notes due 2021 that remain outstanding following the expiration of the tender offer), and such tender offer notes are tendered at or prior to the early tender offer deadline and are purchased at a price of $1,032.50103.766, $1,040.00 102.375 and $1,050.00103.50, respectively, per $1,000 principal amount of tender offer notesnotes (or in the case of the Senior Notes due 2021 only, the subsequent redemption of all the 4.00% Senior Notes due 2021 that remain outstanding following the expiration of the tender offer are redeemed at a price of $103.766 per $1,000 principal amount of notes redeemed) and (ii) no 4.55% Senior Notes due 2024 are accepted in the tender offers. Additional conforming changes are hereby made to the preliminary prospectus supplement to reflect the amendments described herein. Filed pursuant to Rule 433 Free Writing Prospectus dated July 13ANNEX C [Form of Opinion of Xxxxxxx X. Xxxxxxxx XX, Senior Vice President and General Counsel of the Company] March 4, 2020 Registration Statement No. 333X.X. Xxxxxx Securities LLC 000 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 as Representative of the several Underwriters named in Schedule 1 to the Underwriting Agreement referred to below Re: Freeport-226675 FREEPORTMcMoRan Inc. Issuance of Senior Notes Ladies and Gentlemen: I, Xxxxxxx X. Xxxxxxxx XX, currently serve as Senior Vice President and General Counsel to Freeport-MCMORAN INC. Pricing Term Sheet – July 13McMoRan Inc., 2020 a Delaware corporation (the “Company”), and as such have acted as internal counsel to the Company in connection with the issuance and sale by the Company of $850,000,000 4.625700,000,000 principal amount of its 4.125% Senior Notes due 2028 (the “2028 Senior Notes”) and $600,000,000 principal amount of its 4.250% Senior Notes due 2030 (the “2030 Senior Notes” and, together with the 2028 Senior Notes, the “Securities”) Issuer: Freeport-McMoRan Inc. ), in each case pursuant to an Underwriting Agreement, dated February 19, 2020 (the “IssuerAgreement”) Guarantor: ), by and among the Company, Freeport-McMoRan Oil & Gas LLC Security Description: Senior Unsecured Notes Distribution: SEC Registered Size: $850,000,000 Issue Price: 100% Maturity: August 1LLC, 2030 Coupon: 4.625% Yield to Maturity: 4.625% Interest Payment Dates: August 1 and February 1 Record Dates: July 15 and January 15 First Interest Payment Date: February 1, 2021 Optional Redemption: Except as described below and in a Delaware limited liability company (the sections titled “Optional Redemption with Equity Offering Proceeds” and “Make-Whole RedemptionGuarantor”, the 2030 Notes are not redeemable until August 1, 2025. The 2030 Notes may be redeemed by the Issuer in whole or in part, from time to time on or after the applicable dates set forth below, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest on X.X. Xxxxxx Securities LLC, as Representative of the 2030 Notes to be redeemed to, but not including, the applicable redemption date, if on and after the issue date, redeemed during the twelve-month period beginning on August several Underwriters listed in Schedule 1 of the years indicated below: Year Percentage 2025 102.313% 2026 101.542% 2027 100.771% 2028 and thereafter 100.000% Optional Redemption with Equity Offering Proceeds: At any time, or from time to time, on and after the issue date and prior to August 1, 2023Agreement (together, the Issuer may, “Underwriters”). This opinion is furnished to you pursuant to Section 6(g)(ii) of the Agreement at its option, redeem the request of the Company. Capitalized terms used but not defined herein have the meanings assigned to them in the aggregate up to 35% Agreement. In connection with rendering the opinions expressed below, I have examined the Transaction Documents, the Agreement and the corporate records of the aggregate principal amount Company and its subsidiaries, including without limitation their organizational documents, stock records and records of the 2030 Notes proceedings of stockholders and the boards of directors and committees thereof. I have also relied upon factual representations made by the Underwriters in the Agreement and on such other documents, records, certificates and other instruments, including certificates of public officials, as I considered necessary or appropriate in connection with rendering the net cash proceeds opinions expressed below. In my examination of one such documents, I have assumed without verification (1) that each Transaction Document has been duly authorized, executed and delivered by the parties thereto other than the Company, and is enforceable against such parties in accordance with its terms, (2) the authenticity of all documents submitted to me as originals, (3) the conformity to the originals of all documents submitted to me as conformed, certified, electronic or more certain equity offerings at a redemption price equal photostatic copies, (4) the genuineness of all signatures on all documents and instruments examined by me and (5) the power and legal capacity of all persons, other than the Company, who have executed documents reviewed by me. Based on the foregoing, and subject to 104.625% the qualifications, limitations and assumptions set forth herein, I am of the principal amount of the 2030 Notes redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the date of redemption. Make-Whole Redemption: The Issuer may, at its option, redeem all or part of the 2030 Notes at a make-whole price, plus accrued and unpaid interest, if any, to, but not including, the date of redemption at any time prior to August 1, 2025. Use of Proceeds: The Issuer intends to use the net proceeds from the offering of the 2030 Notes, together with the net proceeds from the 2028 Notes (as defined below) and, if necessary, cash on-hand or available liquidity to fund the purchase of the notes in the tender offers for the Issuer’s outstanding 3.55% Senior Notes due 2022, 3.875% Senior Notes due 2023 and 4.55% Senior Notes due 2024 and the payment of accrued and unpaid interest, premiums, fees and expenses in connection therewith. Any net proceeds not used for the tender offers will be used for general corporate purposes, which may include repurchases or redemptions of the Issuer’s notes. Trade Date: July 13, 2020 Settlement Date: July 27, 2020 (T+10) Extended Settlement: Delivery of the 2030 Notes will be made against payment therefor on or about July 27, 2020, which will be the tenth business day following the date of pricing of the notes, or ‘‘T+10.’’ Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the 2030 Notes on the date of pricing or the next seven succeeding business days will be required, by virtue of the fact that the notes initially settle in T+10, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Minimum Denominations: $2,000 x $1,000 CUSIP: 00000XXX0 XXXX: XX00000XXX00 Xxxxxxx0: [Omitted] Bookrunners: X.X. Xxxxxx Securities LLC BofA Securities, Inc. BNP Paribas Securities Corp. Citigroup Global Markets Inc. HSBC Securities (USA) Inc. Mizuho Securities USA LLC SMBC Nikko Securities America, Inc. BMO Capital Markets Corp. MUFG Securities Americas Inc. Scotia Capital (USA) Inc. Senior Co-Managers: BBVA Securities Inc. CIBC World Markets Corp. ABN AMRO Securities (USA) LLC Credit Agricole Securities (USA) Inc. RBC Capital Markets, LLC U.S. Bancorp Investments, Inc. Co-Managers: Citizens Capital Markets, Inc. Banca IMI S.p.A.4 Loop Capital Markets LLC Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC 3 Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.opinion that:
Appears in 1 contract
Samples: Freeport-McMoran Inc
Changes to Preliminary Prospectus Supplement. In addition to the foregoing pricing information, the preliminary prospectus supplement is hereby revised to reflect the following: The Issuer has upsized the aggregate principal amount of the offering of the notes to $1,500,000,000. The additional net proceeds will be used to fund the purchase of the tender offer notes in the tender offers. As a result of the upsize, the “As adjusted” numbers in the table under the heading “Capitalization” are amended to assume that 3.55% Senior Notes due 2022, 3.875% Senior Notes due 2023 and 4.55% Senior Notes due 2024 will be accepted for payment in the tender offers for aggregate principal amounts of $403 million, $961 million and $80 million, respectively, and such tender offer notes are tendered at or prior to the early tender offer deadline and are purchased at a price of $1,032.50, $1,040.00 and $1,050.00, respectively, per $1,000 principal amount of tender offer notes. Additional conforming changes are hereby made to the preliminary prospectus supplement to reflect the amendments described herein. Filed pursuant to Rule 433 Free Writing Prospectus dated ANNEX C Form of Opinion of Xxxxxxx X. Xxxxxxxx XX, Senior Vice President and General Counsel of the Company July 1327, 2020 Registration Statement No. 333X.X. Xxxxxx Securities LLC 000 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 as Representative of the several Underwriters named in Schedule 1 to the Underwriting Agreement referred to below Re: Freeport-226675 FREEPORTMcMoRan Inc. Issuance of Senior Notes Ladies and Gentlemen: I, Xxxxxxx X. Xxxxxxxx XX, currently serve as Senior Vice President and General Counsel to Freeport-MCMORAN INC. Pricing Term Sheet – July 13McMoRan Inc., 2020 a Delaware corporation (the “Company”), and as such have acted as internal counsel to the Company in connection with the issuance and sale by the Company of $650,000,000 principal amount of its 4.375% Senior Notes due 2028 (the “2028 Senior Notes”) and $850,000,000 principal amount of its 4.625% Senior Notes due 2030 (the “2030 Senior Notes” and, together with the 2028 Senior Notes, the “Securities”) Issuer: Freeport-McMoRan Inc. ), in each case pursuant to an Underwriting Agreement, dated July 13, 2020 (the “IssuerAgreement”) Guarantor: ), by and among the Company, Freeport-McMoRan Oil & Gas LLC Security Description: Senior Unsecured Notes Distribution: SEC Registered Size: $850,000,000 Issue Price: 100% Maturity: August 1LLC, 2030 Coupon: 4.625% Yield to Maturity: 4.625% Interest Payment Dates: August 1 a Delaware limited liability company (the “Guarantor”) and February 1 Record Dates: July 15 and January 15 First Interest Payment Date: February 1, 2021 Optional Redemption: Except as described below and in the sections titled “Optional Redemption with Equity Offering Proceeds” and “Make-Whole Redemption”, the 2030 Notes are not redeemable until August 1, 2025. The 2030 Notes may be redeemed by the Issuer in whole or in part, from time to time on or after the applicable dates set forth below, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest on the 2030 Notes to be redeemed to, but not including, the applicable redemption date, if on and after the issue date, redeemed during the twelve-month period beginning on August 1 of the years indicated below: Year Percentage 2025 102.313% 2026 101.542% 2027 100.771% 2028 and thereafter 100.000% Optional Redemption with Equity Offering Proceeds: At any time, or from time to time, on and after the issue date and prior to August 1, 2023, the Issuer may, at its option, redeem in the aggregate up to 35% of the aggregate principal amount of the 2030 Notes with the net cash proceeds of one or more certain equity offerings at a redemption price equal to 104.625% of the principal amount of the 2030 Notes redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the date of redemption. Make-Whole Redemption: The Issuer may, at its option, redeem all or part of the 2030 Notes at a make-whole price, plus accrued and unpaid interest, if any, to, but not including, the date of redemption at any time prior to August 1, 2025. Use of Proceeds: The Issuer intends to use the net proceeds from the offering of the 2030 Notes, together with the net proceeds from the 2028 Notes (as defined below) and, if necessary, cash on-hand or available liquidity to fund the purchase of the notes in the tender offers for the Issuer’s outstanding 3.55% Senior Notes due 2022, 3.875% Senior Notes due 2023 and 4.55% Senior Notes due 2024 and the payment of accrued and unpaid interest, premiums, fees and expenses in connection therewith. Any net proceeds not used for the tender offers will be used for general corporate purposes, which may include repurchases or redemptions of the Issuer’s notes. Trade Date: July 13, 2020 Settlement Date: July 27, 2020 (T+10) Extended Settlement: Delivery of the 2030 Notes will be made against payment therefor on or about July 27, 2020, which will be the tenth business day following the date of pricing of the notes, or ‘‘T+10.’’ Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the 2030 Notes on the date of pricing or the next seven succeeding business days will be required, by virtue of the fact that the notes initially settle in T+10, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Minimum Denominations: $2,000 x $1,000 CUSIP: 00000XXX0 XXXX: XX00000XXX00 Xxxxxxx0: [Omitted] Bookrunners: X.X. Xxxxxx Securities LLC BofA Securitiesas Representative of the several Underwriters listed in Schedule 1 of the Agreement (together, Inc. BNP Paribas Securities Corp. Citigroup Global Markets Inc. HSBC Securities the “Underwriters”). This opinion is furnished to you pursuant to Section 6(g)(ii) of the Agreement at the request of the Company. Capitalized terms used but not defined herein have the meanings assigned to them in the Agreement. In connection with rendering the opinions expressed below, I have examined the Transaction Documents, the Agreement and the corporate records of the Company and its subsidiaries, including without limitation their organizational documents, stock records and records of the proceedings of stockholders and the boards of directors and committees thereof. I have also relied upon factual representations made by the Underwriters in the Agreement and on such other documents, records, certificates and other instruments, including certificates of public officials, as I considered necessary or appropriate in connection with rendering the opinions expressed below. In my examination of such documents, I have assumed without verification (USA1) Inc. Mizuho Securities USA LLC SMBC Nikko Securities Americathat each Transaction Document has been duly authorized, Inc. BMO Capital Markets Corp. MUFG Securities Americas Inc. Scotia Capital executed and delivered by the parties thereto other than the Company, and is enforceable against such parties in accordance with its terms, (USA2) Inc. Senior Co-Managers: BBVA Securities Inc. CIBC World Markets Corp. ABN AMRO Securities ANNEX C the authenticity of all documents submitted to me as originals, (USA3) LLC Credit Agricole Securities the conformity to the originals of all documents submitted to me as conformed, certified, electronic or photostatic copies, (USA4) Inc. RBC Capital Marketsthe genuineness of all signatures on all documents and instruments examined by me and (5) the power and legal capacity of all persons, LLC U.S. Bancorp Investmentsother than the Company, Inc. Co-Managers: Citizens Capital Marketswho have executed documents reviewed by me. Based on the foregoing, Inc. Banca IMI S.p.A.4 Loop Capital Markets LLC Xxxxxxx Xxxxxxxx Xxxxx & Co., LLC 3 Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.the qualifications, limitations and assumptions set forth herein, I am of the opinion that:
Appears in 1 contract
Samples: Freeport-McMoran Inc
