Corporación Nacional del Cobre de Chile Announces Final Results of the Tender Offers for its 3.000% Notes Due 2022 and its 4.500% Notes Due 2023

SANTIAGO, Chile, Oct. 21, 2019 /PRNewswire/ -- CORPORACIÓN NACIONAL DEL COBRE DE CHILE (the "Company" or "CODELCO") announced today the final results as of 11:59 p.m. (New York Time) on October 18, 2019 (the "Maximum Tender Expiration Date") of its previously announced offer to purchase for cash (the "Maximum Tender Offer") up to the Aggregate Maximum Principal Amount (as described below) of its outstanding 3.000% Notes due 2022 and 4.500% Notes due 2023 (collectively, the "Maximum Tender Offer Notes"), upon the terms and subject to the conditions set forth in the Offer to Purchase dated September 23, 2019 (as it may be amended or supplemented from time to time, the "Offer to Purchase") and the accompanying Letter of Transmittal dated September 23, 2019 (as it may be amended or supplemented from time to time, the "Letter of Transmittal" and, together with the Offer to Purchase, the "Offer Documents").

The "Aggregate Maximum Principal Amount" with respect to the Maximum Tender Offer is U.S.$639,146,000 less the aggregate principal amount of notes purchased pursuant to CODELCO's previously announced offer to purchase any and all of its outstanding 3.750% Notes due 2020 and 3.875% Notes due 2021 (the "Any and All Tender Offer").  A total principal amount of U.S.$17,283,000 of notes were validly tendered pursuant to the Any and All Tender Offer, all of which were purchased by CODELCO on October 2, 2019. 

CODELCO has been advised by the tender agent that, as of the Maximum Tender Expiration Date, the amounts set forth in the table below of each series of Maximum Tender Offer Notes had been validly tendered and not validly withdrawn. The amounts set forth in the table below include the Maximum Tender Offer Notes that were validly tendered as of 5:00 P.M., New York Time on October 4, 2019 (the "Early Tender Date") and previously accepted for purchase by the Company. CODELCO intends to accept for purchase all additional Maximum Tender Offer Notes validly tendered and not validly withdrawn after the Early Tender Date and at or prior to the Maximum Tender Expiration Date.

As previously announced, the "MTO Total Consideration" payable per U.S.$1,000 principal amount of each series of Maximum Tender Offer Notes validly tendered and accepted for purchase as of the Early Tender Date was determined by the Dealer Managers (as defined below) based on a spread over a reference US Treasury Security, as set forth in the table below, in accordance with standard market practice as of 2:00 p.m. (New York City Time) on October 4, 2019. The "Late Tender Offer Consideration" payable by CODELCO per U.S.$1,000 principal amount of each series of Maximum Tender Offer Notes validly tendered after the Early Tender Date and at or prior to the Expiration Date will be equal to the MTO Total Consideration for such series, minus the Early Tender Payment for such series, as set forth in the table below.

It is anticipated that payment for the additional Maximum Tender Offer Notes that were validly tendered and accepted for purchase after the Early Tender Date and as of the Maximum Tender Expiration Date will be made on October 22, 2019, the second business day after the Maximum Tender Expiration Date.

Additional Information

BofA Securities, Inc., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC and Scotia Capital (USA) Inc. are acting as Dealer Managers (the "Dealer Managers") for the Maximum Tender Offer. D.F. King & Co., Inc. has been appointed as the tender agent and information agent for the Maximum Tender Offer.

Persons with questions regarding the Maximum Tender Offer should contact BofA Securities, Inc. at (646) 855-8998 (collect) or (888) 292-0070 (toll-free), HSBC Securities (USA) Inc. at (212) 525-5552 (collect) or (888) 472-2456 (toll-free), J.P. Morgan Securities LLC at (212) 834‑7279 (collect) or (866) 846‑2874 (toll-free) and Scotia Capital (USA) Inc. at (212) 225-5559 (collect) or (800) 372-3930 (toll-free).

This press release is not an offer to sell or a solicitation of an offer to buy any security. The Maximum Tender Offer is being made solely pursuant to the Offer Documents.

The Maximum Tender Offer does not constitute, and the Offer Documents may not be used in connection with, an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not permitted by law or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation.

Forward Looking Statements

This press release may contain forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, statements related to the Company's expectations regarding the performance of its business, financial results, liquidity and capital resources, contingencies and other non-historical statements. You can identify these forward-looking statements by the use of words such as "believes," "expects," "potential," "continues," "may," "will," "should," "seeks," "approximately," "predicts," "intends," "plans," "estimates," "anticipates" or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks, uncertainties and assumptions. The Company is under no obligation (and expressly disclaims any such obligation) to update or alter its forward-looking statements whether as a result of new information, future events or otherwise. More detailed information about these and other factors is set forth in the Offer Documents. 

SOURCE Corporación Nacional del Cobre de Chile