First Quantum Minerals Ltd.
LSE : FQM
TSX : FM

First Quantum Minerals Ltd.

May 27, 2009 11:41 ET

First Quantum Minerals Upsizes the Previously Announced Offering of Convertible Bonds Due 2014 to US$450 Million

(Subject to an Additional Increase of Up to US$50 Million by Way of an Overallotment Option)

VANCOUVER, BRITISH COLUMBIA--(Marketwire - May 27, 2009) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

First Quantum Minerals Ltd. (the "Company" or the "Issuer") (TSX:FM)(LSE:FQM) announces that due to significant investor demand it has been agreed with the Joint Bookrunners, Nomura International and Morgan Stanley, to upsize the previously announced offering of convertible bonds due 2014 (the "Bonds") to the total aggregate amount of US$450 million (subject to an additional increase of up to US$50 million by way of an overallotment option) (the "Offering").

The closing and settlement of the Offering is expected to occur on or around 18 June 2009. The closing of the Offering is subject to receipt of all necessary regulatory approvals, including the approval of the Toronto Stock Exchange.

The Bonds will be offered and sold outside the United States in reliance on Regulation S of the US Securities Act 1933, as amended (the "Securities Act").

The Bonds are not being offered in, or to any resident of, Canada. There are restrictions governing the resale in Canada of the common shares of the Company issuable upon conversion of the Bonds for a period of 4 months and 1 day following the closing of the Offering. If any conversion rights are exercised within the period of 4 months and 1 day following the closing of the Offering, the certificate issued in respect of the common shares will bear the legend set forth in the conditions governing the Bonds.

Nomura International is Global Coordinator and Joint Bookrunner, Morgan Stanley is Joint Bookrunner and RBC Capital Markets is a Co-Manager for the Offering.

Stabilisation / FSA

This Announcement is directed only at persons (i) who are outside the United Kingdom or (ii) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (iii) who fall within Article 49(2)(a) to (d) of the Order or (iv) to whom this announcement may otherwise be directed without contravention of section 21 of the Financial Services and Markets Act 2000 (all such persons together being referred to as "Relevant Persons"). This Announcement is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this Announcement relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.

This Announcement does not constitute an offer to sell, or the solicitation of an offer to buy, exchange or transfer the securities of the Company. The value of the Common Shares can go down as well as up and past performance cannot be relied upon as a guide for future performance.

This Announcement is not an offer of securities for sale in the United States. The Bonds described above have not been and will not be registered under the Securities Act, and may not be offered or sold in the United States absent registration under the Securities Act, or an applicable exemption from the registration requirements thereof. There will be no offering of Bonds in the United States or Canada.

Forward Looking Statements

Certain information contained in this press release constitutes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and forward-looking information under applicable Canadian securities legislation. Investors are cautioned that forward-looking statements are inherently uncertain and involve risks and uncertainties that could cause actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Such statements include comments regarding the completion and terms of the proposed Offering and the use of proceeds therefrom. Factors that could cause actual results or events to differ materially from current expectations include, among other things, risks relating to global political uncertainties, unanticipated events impacting the use of proceeds from the offering, changes in the prices of gold and/or copper; and changes in Canadian, U.S. and United Kingdom securities markets. In addition, specific reference is made to "Caution With Respect to Forward-Looking Statements and Information" and "Risk Factors" in the Company's Revised Annual Information Form dated March 30, 2009. There can be no assurance that future developments affecting the Company will be those anticipated by management. While the Company may elect to update the forward-looking statements at any time, the Company does not undertake to update them at any particular time or in response to any particular event. Investors and others should not assume that any forward-looking statement in this press release represent management's estimate as of any date other than the date of this press release.

On Behalf of the Board of Directors of First Quantum Minerals Ltd.

G. Clive Newall, President

12g3-2b-82-4461

Listed in Standard and Poor's

For further information visit our web site at www.first-quantum.com.

Contact Information

  • Nomura International
    Michael Boardman
    Global Finance
    +44 207 102 1000
    or
    Nomura International
    Myles Evanson
    Global Finance
    +44 207 102 1000
    or
    Nomura International
    Shaun Treacy
    Investment Banking
    +44 207 102 1000
    or
    Nomura International
    Tony Butler
    Investment Banking
    +44 207 102 1000
    or
    Nomura International
    Salim Salam
    Equity Syndicate
    +44 207 102 1000
    or
    Nomura International
    Duncan Smith
    Equity Syndicate
    +44 207 102 1000
    or
    Morgan Stanley
    Peter Bacchus
    Investment Banking
    +44 207 425 8000
    or
    Morgan Stanley
    Richard Allan
    Investment Banking
    +44 207 425 8000
    or
    Morgan Stanley
    Alastair Cochran
    Global Capital Markets
    +44 207 425 8000
    or
    Morgan Stanley
    Antoine de Guillenchmidt
    Global Capital Markets
    +44 207 425 8000