Fresnillo in $850 Million Offering and Concurrent Tender Offer

October 2, 2020

Cleary Gottlieb is representing Fresnillo plc (Fresnillo) in its international offering of $850 million 4.25% notes due 2050 and its concurrent abbreviated five-day cash tender offer for any and all of its outstanding 5.5% notes due 2023.

The 2050 notes, which are expected to be admitted to the Official List of the Irish Stock Exchange and trade on the Global Exchange Market of Euronext Dublin, are being offered and sold within the United States to qualified institutional buyers under Rule 144A and outside the United States in reliance of Regulation S. Citigroup, J.P. Morgan, and Santander are acting as joint bookrunners and lead managers. The offering launched on September 22, 2020, priced on September 29, 2020, and is expected to close on October 2, 2020.

Fresnillo will use the proceeds of the offering of the 2050 notes to purchase approximately $482 million aggregate principal amount of 2023 notes that were tendered in a concurrent abbreviated tender offer. Citigroup, J.P. Morgan, and Santander acted as dealer managers in the tender offer. The tender offer launched on September 22, 2020, expired on September 29, 2020 and is expected to settle on October 2, 2020.

Fresnillo is a leading precious metals company with operations in Mexico and has significant experience and expertise in all areas of mining, including the exploration, development, extraction, and processing of ore with gold, silver, zinc, and lead metal contents to produce concentrates, dorés, and other materials. It is the world’s largest silver producer and Mexico’s largest gold producer. Cleary recently represented Industrias Peñoles S.A.B. de C.V., Fresnillo’s parent company, in two bond offerings totaling $1.7 billion.