Establishes Path Forward to Long-Term Stability in Indonesia
PHOENIX--(BUSINESS WIRE)--
Freeport-McMoRan Inc. (NYSE: FCX) announced today that it has entered
into a Heads of Agreement with the Indonesian state-owned enterprise PT
Indonesia Asahan Aluminium (Inalum) and PT Freeport Indonesia's (PT-FI)
joint venture partner Rio Tinto. Under the terms of the non-binding
Heads of Agreement, Inalum will acquire for cash consideration of $3.85
billion all of Rio Tinto's interests associated with its Joint Venture
with PT-FI (the “Joint Venture”), and 100 percent of FCX's interests in
PT Indocopper Investama (PT-II), which owns 9.36 percent of PT-FI.
Inalum will contribute the Rio Tinto interests to PT-FI, which will
expand PT-FI’s asset base, in exchange for a 40 percent share ownership
in PT-FI, pursuant to arrangements that will enable FCX and existing
PT-FI shareholders to retain the economics of the revenue and cost
sharing arrangements under the Joint Venture. Following completion of
the transaction, Inalum's share ownership will approximate 51 percent of
PT-FI (subject to an agreement between shareholders to replicate the
Joint Venture economics), and FCX's ownership will approximate 49
percent.
Richard C. Adkerson, Vice Chairman of the Board, President and Chief
Executive Officer, said, “This agreement marks a significant milestone
toward establishing a new long-term partnership with the Republic of
Indonesia to provide long-term stability for PT Freeport Indonesia's
operations.
Through this transaction, the Government will achieve
its ownership objectives in a manner that preserves the long-term value
for FCX shareholders and the people of Indonesia through 2041.
We
thank Rio Tinto for their support over our more than 20-year successful
partnership.
We look forward to a mutually positive and
beneficial partnership with Inalum that will continue to provide
substantial benefits to the people of Papua; the Republic of Indonesia;
and to our local employees, suppliers and contractors while generating
attractive returns for our shareholders.”
At closing, Rio Tinto will receive $3.5 billion, and FCX will receive
$350 million, in cash proceeds from Inalum. In addition, Rio Tinto will
forego in favor of FCX an amount equivalent to Rio Tinto's share of
Joint Venture cash flows received since January 1, 2018 through closing.
Following completion of the transaction, FCX expects its share of future
cash flows of the expanded PT-FI asset base, combined with the cash
proceeds received in the transaction, to be comparable to its existing
share of future cash flows under the current Joint Venture arrangements.
FCX will continue to manage the operations of PT-FI.
The transaction, which is expected to close during the second half of
2018, is subject to the negotiation and documentation of definitive
agreements, including purchase and sale agreements, the extension and
stability of PT-FI's long-term mining rights through 2041 in a form
acceptable to FCX and Inalum, a shareholders’ agreement between FCX and
Inalum providing for continuity of FCX’s management of PT-FI’s
operations, and resolution of environmental regulatory matters
satisfactory to the Indonesian Government, FCX and Inalum. The terms of
these agreements will be subject to FCX Board approval.
Management will host a webcast for investors at 11:00 a.m. Eastern Time,
Thursday, July 12, 2018, to discuss the details of the transaction. The
conference call will be broadcast on the Internet along with slides.
Interested parties may listen to the conference call live and view the
slides by accessing “www.fcx.com.”
A replay of the webcast will be available through Friday, August 10,
2018.
FCX is a leading international mining company with headquarters in
Phoenix, Arizona. FCX operates large, long-lived, geographically diverse
assets with significant proven and probable reserves of copper, gold and
molybdenum. FCX is the world's largest publicly traded copper producer.
FCX’s portfolio of assets includes the Grasberg minerals district in
Indonesia, one of the world's largest copper and gold deposits; and
significant mining operations in the Americas, including the large-scale
Morenci minerals district in North America and the Cerro Verde operation
in South America. Additional information about FCX is available on FCX's
website at "fcx.com."
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
expectations related to the pending transaction. The words
“anticipates,” “may,” “can,” “plans,” “believes,” “estimates,”
“expects,” “projects,” “targets,” “intends,” “likely,” “will,” “should,”
“to be,” “potential” and any similar expressions are intended to
identify those assertions as forward-looking statements. FCX cautions
readers that forward-looking statements are not guarantees of future
performance and actual results may differ materially from those
anticipated, projected or assumed in the forward-looking statements.
Important factors that can cause FCX’s actual results to differ
materially from those anticipated in the forward-looking statements
include the outcome of the negotiation and documentation of definitive
agreements, including the purchase and sale agreements, the extension
and stability of PT-FI's long-term mining rights through 2041 in a form
acceptable to FCX and Inalum, a shareholders’ agreement between FCX and
Inalum providing for continuity of FCX’s management of PT-FI’s
operations and addressing governance arrangements, resolution of
environmental regulatory matters pending before Indonesia’s Ministry of
Environment and Forestry satisfactory to the Indonesian Government, FCX
and Inalum, obtaining an extension of PT-FI’s temporary IUPK after July
31, 2018, and other factors described in more detail under the heading
“Risk Factors” in FCX's Annual Report on Form 10-K for the year
ended December 31, 2017, filed with the U.S. Securities and Exchange
Commission (SEC).
Investors are cautioned that many of the assumptions upon which FCX's
forward-looking statements are based are likely to change after the
forward-looking statements are made, including for example commodity
prices, which FCX cannot control, production volumes and costs, some
aspects of which FCX may not be able to control. Further, FCX may make
changes to its business plans that could affect its results. FCX
cautions investors that it does not intend to update forward-looking
statements more frequently than quarterly notwithstanding any changes in
its assumptions, changes in business plans, actual experience or other
changes, and FCX undertakes no obligation to update any forward-looking
statements.
View source version on businesswire.com:
https://www.businesswire.com/news/home/20180712005391/en/
Freeport-McMoRan Inc.
Financial Contacts:
Kathleen L. Quirk,
602-366-8016
or
David P. Joint, 504-582-4203
or
Media
Contact:
Eric E. Kinneberg, 602-366-7994
Source: Freeport-McMoRan Inc.