TORONTO, CANADA – Ivanhoe Mines (TSX: IVN; OTCQX: IVPAF) (the “company”) today announced that the initial purchasers in its previously announced private placement offering of US$500,000,000 aggregate principal amount of 2.50% convertible senior notes due 2026 (the “Notes” and the “Offering”) have exercised, in full, their option to purchase up to an additional US$75,000,000 aggregate principal amount of Notes, bringing the total Offering size to US$575,000,000. The Offering, including the additional Notes, is expected to close on or about March 17, 2021, subject to various closing conditions, including the approval of the Toronto Stock Exchange.
The Notes are senior unsecured obligations of the company which will accrue interest payable semi-annually in arrears at a rate of 2.50% per annum and will mature on April 15, 2026, unless earlier repurchased, redeemed or converted. The initial conversion rate of the Notes is 134.5682 Class A common shares of the company (“Common Shares”) per US$1,000 principal amount of Notes, or an initial conversion price of approximately US$7.43 (equivalent to approximately C$9.31) per Common Share.
The Notes will be convertible at the option of holders, prior to the close of business on the business day immediately preceding October 15, 2025, only under certain circumstances and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, the Notes may be settled, at the company’s election, in cash, Common Shares or a combination thereof.
The company estimates that the net proceeds from the sale of the Notes (including the additional Notes), after deducting initial purchaser discounts but before deducting the other estimated expenses of the offering, will be approximately US$562 million. The company intends to use the net proceeds from the Offering for general corporate purposes.
The Notes are being offered on a private placement basis and are not being offered by way of a prospectus in Canada. The Notes and the distribution of Common Shares issuable upon conversion of the Notes have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the rules promulgated thereunder and applicable state securities laws. The Notes are being offered to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act.
This news release does not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer, solicitation or sale in the United States or in any other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration and qualification under the securities laws of such state or jurisdiction. The Offering may be made only by means of an offering memorandum.
About Ivanhoe Mines
Ivanhoe Mines is a Canadian mining company focused on advancing its three principal joint-venture projects in Southern Africa: the development of major new, mechanized, underground mines at the Kamoa-Kakula copper discoveries in the DRC and at the Platreef palladium-platinum-nickel-copper-rhodium-gold discovery in South Africa; and the extensive redevelopment and upgrading of the historic Kipushi zinc-copper-germanium-silver mine, also in the DRC.
Kamoa-Kakula is expected to begin producing copper concentrate in July 2021 and, through phased expansions, is positioned to become one of the world’s largest copper producers. Kamoa-Kakula and Kipushi will be powered by clean, renewable hydro-generated electricity and Kamoa-Kakula will be among the world’s lowest greenhouse gas emitters per unit of metal produced. Ivanhoe also is exploring for new copper discoveries on its wholly-owned Western Foreland exploration licences in the DRC, near the Kamoa-Kakula Project.
Investors: Bill Trenaman +1.604.331.9834 / Media: Matthew Keevil +1.604.558.1034
Cautionary statement on forward-looking information
Certain statements in this release constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities laws. Such statements and information involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the company, its projects, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Such statements can be identified by the use of words such as “may”, “would”, “could”, “will”, “intend”, “expect”, “believe”, “plan”, “anticipate”, “estimate”, “scheduled”, “forecast”, “predict” and other similar terminology, or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. These statements reflect the company’s current expectations regarding future events, performance and results and speak only as of the date of this release. Such statements include without limitation, the completion of the Offering and the expected use of proceeds therefrom, the acceleration of Phase 3 expansion at the Kamoa-Kakula Project and exploration activities at the Western Forelands Project.
Forward-looking statements and information involve significant risks and uncertainties, should not be read as guarantees of future performance or results and will not necessarily be accurate indicators of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements or information, including, but not limited to, risks related to the company’s ability to consummate the Offering; the fact that the company’s management will have broad discretion in the use of the proceeds from the Offering; unexpected changes in laws, rules or regulations, or their enforcement by applicable authorities; the failure of parties to contracts with the company to perform as agreed; social or labour unrest; changes in commodity prices; and the failure of exploration programs or studies to deliver anticipated results or results that would justify and support continued exploration, studies, development or operations.
Although the forward-looking statements contained in this release are based upon what management of the company believes are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this release and are expressly qualified in their entirety by this cautionary statement. Subject to applicable securities laws, the company does not assume any obligation to update or revise the forward-looking statements contained herein to reflect events or circumstances occurring after the date of this release.
加拿大多伦多 — 艾芬豪矿业 (TSX: IVN; OTCQX: IVPAF) (以下简称“本公司”) 今天宣布，本公司早前公布私募发行总额为5亿美元、息票率2.50%、2026年到期的高级可转债 (以下简称“债券”或“债券发行”) 的初始买方已悉数行使额外的购买权，7,500万美元的超额配售已全部被认购，发行总额提升至5.75亿美元。债券发行仍有待各项条件的达成 (包括获多伦多证券交易所的批准) ，预计约在2021年3月17日完成。
债券为本公司的高级无抵押债务，息票率2.50%，每半年付息一次。除非提前回购、赎回或转换，债券将于2026年4月15日到期。债券的初步转换率为每份面值1,000美元的债券可转换为134.5682股公司A类普通股 (以下简称 “普通股”)，或相当于每股普通股约7.43美元 (约9.31加元) 的初步转换价。
本公司此次出售债券所得的净收入约为5.62亿美元 (扣除初始买方折扣，但未计债券发行的其他开支) 。本公司计划将发行债券所得的净收入，用于一般企业用途。
债券以私募方式发行，不会通过招股说明书在加拿大发行。债券或因转换债券而发行的普通股尚未且不会根据美国《1933年证券法》修订版 (以下简称“证券法”) 或任何州的证券法进行登记，除非根据《证券法》的注册要求及其下颁布的规则以及适用的州证券法得到豁免或在不受其约束的交易中进行，否则不得在美国发行或出售。债券发行的对象为《证券法》第144A条被合理认为属合格机构买方的人员。
艾芬豪矿业是一家加拿大的矿业公司，目前正推进旗下位于南部非洲的三大合资企业项目﹕位于刚果(金)的卡莫阿-卡库拉 (Kamoa-Kakula) 铜矿和位于南非的普拉特瑞夫 (Platreef) 钯-铂-镍-铜-铑-金矿的大型机械化地下矿山开发工程，以及同样位于刚果(金)、久负盛名的基普什 (Kipushi) 锌-铜-锗-银矿的大型重建和改善工程。
卡莫阿-卡库拉预计将于2021年7月实现铜精矿生产，并分阶段进行扩建，预计将会成为全球最大规模的铜生产商之一。卡莫阿-卡库拉和基普什将使用清洁、可再生的水电，卡莫阿-卡库拉将成为全球每单位金属温室气体排放量最低的矿山之一。同时，艾芬豪正在刚果(金)境内其全资拥有、毗邻卡莫阿-卡库拉项目的西部前沿 (Western Foreland) 探矿权内寻找新的铜矿资源。
投资者﹕Bill Trenaman +1.604.331.9834 / 媒体﹕Matthew Keevil +1.604.558.1034