All monetary amounts are expressed in U.S.
dollars, unless otherwise indicated.
TSX: IMG NYSE: IAG
TORONTO, Aug. 22, 2016 /PRNewswire/ - IAMGOLD
Corporation ("the Company") today announced the early tender
results of its previously announced tender offer to purchase for
cash from each registered holder (each, a "Holder" and,
collectively, the "Holders") up to $150,000,000 in aggregate principal amount (the
"Maximum Tender Amount") of the Company's outstanding 6.75% Senior
Notes due 2020 (the "Notes") (the "Offer"). The early tender
deadline and the withdrawal deadline for the Offer were, in each
case, 5:00 p.m., New York City time, on August 19, 2016 (such date and time, the "Early
Tender Time" and the "Withdrawal Deadline").
The Company has been advised that, as of the Early Tender Time,
$145,702,000 aggregate principal
amount of Notes, or approximately 23.0% of Notes outstanding, have
been validly tendered and not withdrawn pursuant to the
Offer. The Company intends to accept for purchase all of such
Notes on the Early Settlement Date (as defined below).
The Offer is being made by the Company pursuant to the Offer to
Purchase dated August 8, 2016 (the
"Offer to Purchase") and the related letter of transmittal (the
"Letter of Transmittal" and, together with the Offer to Purchase,
the "Offer Documents") previously distributed to Holders of
Notes.
The table below summarizes certain payment terms of the
Offer:
Description of
Notes
|
CUSIP / ISIN
Nos.
|
Outstanding
Principal Amount
|
Maximum
Tender Amount
|
Tender
Consideration(1)
|
Early
Tender
Payment(1)
|
Total
Consideration(1)(2)
|
6.75% Senior
Notes
due 2020
|
CUSIP: 450913AC2;
C4535AAA8
ISIN:
US450913AC25;
USC4535AAA81
|
$635,000,000
|
$150,000,000
|
$940
|
$30
|
$970
|
___________________________________
|
(1)
|
Per $1,000 principal
amount of Notes tendered and accepted for purchase.
|
(2)
|
Includes the Early
Tender Payment.
|
|
|
The Offer will expire at 12:00 midnight, New York City time, on September 2, 2016 (one minute after 11:59 p.m., New York
City time, on September 2,
2016), unless extended or earlier terminated (such date and
time, as may be extended, the "Expiration Date").
The total consideration for each $1,000 principal amount of the Notes is
$970 (the "Total Consideration"),
which includes an early tender payment of $30 per $1,000
principal amount of the Notes (the "Early Tender Payment") and a
tender payment of $940 per
$1,000 principal amount of the Notes
(the "Tender Consideration").
The Early Tender Payment is payable only to Holders who tendered
and validly delivered their Notes prior to or at the Early Tender
Time. Holders who validly tendered and did not withdraw Notes prior
to or at the Early Tender Time will be eligible to receive the
Total Consideration (including the Early Tender Payment) on the
Early Settlement Date in respect of Notes accepted for purchase.
Holders who validly tender their Notes after the Early Tender Time
and prior to or at the Expiration Date will be entitled to receive
the Tender Consideration, namely an amount equal to the Total
Consideration less the Early Tender Payment, on the Final
Settlement Date (as defined below) in respect of notes accepted for
purchase. In addition, Holders whose Notes are purchased in the
Offer will receive accrued and unpaid interest in respect of their
purchased Notes from the last interest payment date to, but not
including, the applicable Settlement Date (as defined below).
Payment for Notes that were validly tendered at or prior to the
Early Tender Time and not validly withdrawn at or prior to the
Withdrawal Deadline, and accepted for purchase in the Offer, will
be after the Early Tender Time but prior to the Expiration Date
(the "Early Settlement Date"), and is expected to be on or about
August 22, 2016. Payment for Notes
that are validly tendered after the Early Tender Time, but at or
prior to the Expiration Date, and accepted for purchase in the
Offer, will be promptly after the Expiration Date (the "Final
Settlement Date", and the Final Settlement Date and the Early
Settlement Date each being a "Settlement Date") and is expected to
be on or about September 6, 2016.
If the aggregate principal amount of Notes validly tendered in
the Offer exceeds the Maximum Tender Amount, then, subject to the
terms and conditions of the Offer, the Company will accept Notes on
a pro rata basis as described in the Offer to Purchase.
The Withdrawal Deadline for the Offer has now passed. Notes
already tendered pursuant to the Offer may no longer be withdrawn,
and any other Notes tendered prior to the Expiration Date may not
be withdrawn, except as required by applicable law.
The Company's obligation to accept for purchase, and to pay for,
the Notes validly tendered pursuant to the Offer is subject to, and
conditioned upon satisfaction or waiver of, certain conditions, as
set forth in the Offer Documents, in the sole discretion of the
Company. The Offer is not conditioned on any minimum participation
by the Holders.
The Company may increase the Maximum Tender Amount in its sole
discretion but is under no obligation to do so. There can be no
assurance that the Company will exercise its right to increase the
Maximum Tender Amount.
Notes may be tendered and will be accepted for payment only in
denominations of $2,000 and any
integral multiple $1,000 in excess
thereof. Any tender of Notes the proration of which would otherwise
result in a return of Notes to a tendering Holder in a principal
amount below the minimum denomination of $2,000 principal amount may be rejected in full
or accepted in full in the sole discretion of the Company.
The Dealer Manager for the Offer is:
Citigroup Global Markets Inc.
390 Greenwich Street, 1st floor
New York, New York, 10013
U.S.A.
Attention: Liability Management
Group
U.S. Toll Free: +1 800-558-3745
Collect: +1 212-723-6106
The Information and Tender Agent for the Offer is Global
Bondholder Services Corporation. To contact the Information and
Tender Agent, banks and brokers may call +1-212-430-3774, and
others may call U.S. toll-free: +1 866-470-4500. Additional contact
information is set forth below.
Global Bondholder
Services Corporation
|
|
|
|
|
By Mail, Hand or
Overnight Courier:
|
|
|
By Facsimile
Transmission:
|
|
|
|
|
65 Broadway, Suite
404
New York, NY 10006
USA
Attention: Corporate Actions
E-mail: info@gbsc-usa.com
|
|
|
(for eligible
institutions only)
+1 212-430-3775/3779
Attention: Corporate Actions
Confirmation by Telephone
+1 212-430-3774
|
|
|
|
|
Holders of the Notes are urged to read the Offer Documents
carefully. Any questions or requests for assistance in relation to
the Offer Documents may be directed to the Dealer Manager at its
telephone number set forth above or to the Holder's broker, dealer,
commercial bank, trust company or other nominee for assistance
concerning the Offer. Requests for additional copies of the Offer
Documents may be directed to the Information and Tender Agent at
the addresses and telephone numbers set forth above. Documents
relating to the Offer, including the Offer to Purchase and the
Letter of Transmittal, are also available at
http://www.gbsc-usa.com/iamgold/.
This announcement is neither an offer to purchase nor a
solicitation of an offer to sell any of the Notes or any other
securities.
The Offer is being made solely pursuant to the Offer Documents.
The Offer is not being made in, nor will the Company accept tenders
of Notes from, any jurisdiction in which the making or acceptance
thereof would not be in compliance with the securities, blue sky or
other laws of such jurisdiction. None of the Company, Computershare
Trust Company, N.A., Computershare Trust Company of Canada, the Dealer Manager or the Information
and Tender Agent is making any recommendations to the Holders as to
whether or not to tender all or any portion of Notes. Holders
must decide whether to tender Notes, and if tendering, the amount
of Notes to tender.
Forward Looking Statements
This news release contains
forward-looking statements. All statements, other than of
historical fact, that address activities, events or developments
that the Company believes, expects or anticipates will or may occur
in the future (including, without limitation, statements regarding
the terms and timing for completion of the Offer, including the
acceptance for purchase of any Notes validly tendered and the
expected Expiration Date and Settlement Date thereof, the potential
increase to the Maximum Tender Amount, the satisfaction or waiver
of certain conditions of the Offer, the expected, estimated or
planned gold production, cash costs, margin expansion, capital
expenditures and exploration expenditures and statements regarding
the estimation of mineral resources, exploration results, potential
mineralization, potential mineral resources and mineral reserves)
are forward-looking statements. Forward-looking statements are
generally identifiable by use of the words "will", "continue",
"expect", "estimate", "intend", "to have", "plan" or "project" or
the negative of these words or other variations on these words or
comparable terminology. Forward-looking statements are subject to a
number of risks and uncertainties, many of which are beyond the
Company's ability to control or predict, that may cause the actual
results of the Company to differ materially from those discussed in
the forward-looking statements. Factors that could cause actual
results or events to differ materially from current expectations
include, among other things, without limitation, failure to meet
expected, estimated or planned gold production, cash costs, margin
expansion, capital expenditures and exploration expenditures and
failure to establish estimated mineral resources, the possibility
that future exploration results will not be consistent with the
Company's expectations, changes in world gold markets and other
risks disclosed in IAMGOLD's most recent Form 40-F/Annual
Information Form on file with the SEC and Canadian provincial
securities regulatory authorities. Any forward-looking statement
speaks only as of the date on which it is made and, except as may
be required by applicable securities laws, the Company disclaims
any intent or obligation to update any forward-looking
statement.
About IAMGOLD
IAMGOLD is a mid-tier mining company
with four operating gold mines on three continents. A solid base of
strategic assets in Canada,
South America and Africa is complemented by development and
exploration projects and continued assessment of accretive
acquisition opportunities. IAMGOLD is in a strong financial
position with extensive management and operational
expertise.
SOURCE IAMGOLD Corporation