FMG Resources Pty Ltd an Australian corporation and a direct wholly owned subsidiary of Fortescue Metals Group Ltd an Australian corporation, announced today that it has amended the terms of the its previously announced offer to holders of certain of its debt securities to tender to sell in exchange for cash any and all of the Company’s 4.750% Senior Notes due 2022 to extend the Expiration Date from March 24, 2021 …

– FMG Resources ( August 2006 ) Pty Ltd (the “Company”), an Australian corporation and a direct wholly owned subsidiary of Fortescue Metals Group Ltd (“Fortescue”) (ASX: FMG), an Australian corporation, announced today that it has amended the terms of the its previously announced offer to holders of certain of its debt securities to tender to sell in exchange for cash any and all of the Company’s 4.750% Senior Notes due 2022 (the “2022 Notes”) to extend the Expiration Date (defined below) from March 24, 2021 to March 25, 2021 and to extend the Notice of Guaranteed Delivery Date (defined below) from March 26, 2021 to March 29, 2021 . The Company also announced today that it is offering holders of certain of its debt securities to tender to sell in exchange for cash any and all of the Company’s 5.125% Senior Notes due 2023 (the “2023 Notes” and, together with the 2022 Notes, the “Notes”).

The complete terms of the tender offers are set forth in an Offer to Purchase, as amended, dated as of today (the “Amended Offer to Purchase”), the Notice of Guaranteed Delivery, as amended (the “Notice of Guaranteed Delivery”), and the Letter of Transmittal, as amended (the “Letter of Transmittal”), and any amendments or supplements thereto.

The expiration date for the tender offers is 5:00 p.m. , New York City time, on March 25, 2021 (the “Expiration Date”), and guaranteed deliveries will be required to be provided no later than 5:00 p.m. , New York City time, on March 29, 2021 (the “Notice of Guaranteed Delivery Date”). The “Total Consideration” payable to holders that validly tender (and do not validly withdraw) their Notes on or prior to the Expiration Date (or in accordance with the guaranteed delivery procedures set forth in the Amended Offer to Purchase) for each US$1,000 principal amount accepted for purchase by the Company pursuant to the applicable tender offer shall be a price equal to the amount shown for such series of Notes in the table below.

In addition to the Total Consideration, holders that validly tender (and do not subsequently validly withdraw) their Notes and whose Notes are accepted for purchase by the Company in the tender offers will receive accrued and unpaid interest from the last interest payment date for the Notes up to, but excluding, the applicable settlement date (“Accrued Interest”). The settlement date for Notes accepted for purchase and delivered on or prior to the Expiration Date is expected to be promptly after the Expiration Date and is expected to be March 26, 2021 . The settlement date for Notes accepted for purchase and delivered pursuant to the guaranteed delivery procedures set forth in the Amended Offer to Purchase is expected to be promptly after the Notice of Guaranteed Delivery Date and is expected to be March 30, 2021 . For the avoidance of doubt, accrued interest will cease to accrue on the applicable settlement date for all Notes accepted in the tender offers, including those tendered by the guaranteed delivery procedures set forth in the Amended Offer to Purchase.

The following table sets forth for the Notes, the applicable securities identifiers, the aggregate principal amount outstanding of the Notes and the Total Consideration:

Title of Security

CUSIP No.

ISIN

Aggregate
Principal
Amount
Outstanding

Total
Consideration (1)(2)

4.750% Senior
Notes due 2022

144A:
30251GAU1

Reg S:
Q3919KAJ0

144A:
US30251GAU13

Reg S:
USQ3919KAJ09

US$750,000,000

US$1,047.00

5.125% Senior
Notes due 2023

144A:
30251GAY3

Reg S:
Q3919KAL5

144A:
US30251GAY35

Reg S:
USQ3919KAL54

US$500,000,000

US$1,070.00

(1)

All holders whose Notes are accepted for purchase will also receive the applicable accrued and unpaid interest on the purchased Notes from the last interest payment date for the Notes up to, but excluding, the applicable settlement date.

(2)

Per US$1,000 principal amount of Notes tendered and accepted for purchase by the Company, excluding Accrued Interest.

The tender offers are subject to various conditions, including a condition that the Company shall have completed an offering of senior unsecured notes on terms satisfactory to the Company, providing net proceeds that are at least sufficient to pay the Total Consideration and Accrued Interest for all the tendered Notes, plus all fees and expenses in connection with the tender offers. The issuance of the senior unsecured notes will be made solely by means of the offering circular relating to that offering. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any of the senior unsecured notes relating to that offering.

The Company may modify or terminate the tender offers and may extend the Expiration Date or any payment date with respect to the tender offers.

This press release, including the following, is qualified in its entirety by the Amended Offer to Purchase and, where applicable, the Letter of Transmittal and the Notice of Guaranteed Delivery.

The Company and Fortescue have retained J.P. Morgan Securities LLC (“J.P. Morgan”) as the Dealer Manager for the tender offers. D.F. King & Co is acting as the Information Agent and Depositary for the tender offers. For additional information regarding the terms of the tender offers, please contact J.P. Morgan at (866) 834-4087 (toll-free) or (212) 834-4087 (collect). Requests for documents and questions regarding the tendering of Notes may be directed to D.F. King by telephone at (866) 796-7179 (toll-free), facsimile at (212) 709-3328, or by email at fmg@dfking.com . Copies of the Amended Offer to Purchase, the Letter of Transmittal and the Notice of Guaranteed Delivery may be accessed at www.dfking.com/fmg .

This news release does not constitute an offer or an invitation to participate in the tender offers. The tender offers are being made pursuant to the Amended Offer to Purchase, the Notice of Guaranteed Delivery and the Letter of Transmittal, copies of which will be delivered to holders of the Notes, and which set forth the complete terms and conditions of the tender offers. Holders are urged to read the Amended Offer to Purchase, the Notice of Guaranteed Delivery and the Letter of Transmittal carefully before making any decision with respect to their Notes. The tender offers are not being made to, nor will the Company accept tenders of Notes from, holders in any jurisdiction in which it is unlawful to make such an offer or solicitation. None of Fortescue, the Company, their respective directors, the Dealer Manager, the Information Agent and Depositary or the trustee for the Notes makes any recommendation as to whether holders should tender Notes in response to the tender offers. Neither the Amended Offer to Purchase nor any related documents have been filed with, and have been approved or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the Amended Offer to Purchase or any related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary.

Certain statements in this press release, including those describing the completion of the tender offers, constitute forward-looking statements. These statements are not historical facts but instead represent only Fortescue’s belief regarding future events, many of which, by their nature, are inherently uncertain and outside Fortescue’s control. It is possible that actual results will differ, possibly materially, from the anticipated results indicated in these statements.

Cision View original content: http://www.prnewswire.com/news-releases/fortescue-announces-amendments-to-offer-to-purchase-for-cash-certain-of-its-debt-securities-and-a-new-offer-to-purchase-for-cash-certain-of-its-debt-securities-301250773.html

SOURCE Fortescue Metals Group Ltd

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On 2 March 2021 the Australian Taxation Office issued Rio Tinto Limited with amended assessments related to the denial of interest deductions on an isolated borrowing used to pay an intragroup dividend in 2015. The borrowing was repaid in 2018. The ATO has today issued further assessments in relation to the same transaction levying penalties of A$352m and reducing the original interest assessment from A$47m to A$27m …

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Ioneer Ltd (“ioneer" or the “Company") (ASX: INR) is pleased to announce that the Company has reached an agreement to establish a joint venture (the " Joint Venture “) with Sibanye Stillwater Limited ( “Sibanye-Stillwater" ) to develop the flagship Rhyolite Ridge Lithium-Boron Project located in Nevada, USA (the “Project" ). Under the terms of the agreement, Sibanye-Stillwater will contribute US$490 million for a 50% interest in the Joint Venture, with ioneer to maintain a 50% interest and retain operatorship. ioneer has also agreed to provide Sibanye-Stillwater with an option to participate in 50% of the North Basin 1 upon the election of Sibanye-Stillwater to contribute up to an additional US$50 million subject to certain terms and conditions.

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Australia took a stand against Facebook and Google earlier this year, and the move could have long-term implications for tech investors.

It was a ban that sent Australians wild and had the whole world watching.

Back in February, Facebook (NASDAQ:FB) stopped users in Australia from posting news in a week-long blackout, reacting to proposed legislation that would have forced the social media behemoth to pay publishers for content.

What prompted Facebook to "friend" Australia again, and what are the potential long-term implications of the squabble? Read on to learn what tech-focused investors in Australia should know about the situation.


Australia squares off against Facebook

On February 25 of this year, Australia's federal government passed the News Media and Digital Platforms Mandatory Bargaining Code. It was developed after extensive analysis by the Australian Competition and Consumer Commission, and is aimed at ensuring that news media businesses are fairly remunerated for their content.

It stipulates that digital platforms such as Facebook and Google (both named in the documentation) must pay news outlets whose content they feature — for example, if content is shared on Facebook or shows up in Google search results. The idea is that this will help to sustain journalism in Australia.

Unsurprisingly, Facebook and Google didn't react well to the code, which was first introduced in 2020.

Google didn't make any moves after it passed, but Facebook quickly made it impossible for Australian users to share news content, and pages for both local and international news organisations went blank — a major concern given the COVID-19 and wildfire concerns that were circulating at the time.

Australian Prime Minister Scott Morrison was scathing about Facebook's decision — which he ironically shared in a Facebook post — declaring the tech giant's actions "as arrogant as they were disappointing." He added, "These actions will only confirm the concerns that an increasing number of countries are expressing about the behaviour of BigTech companies who think they are bigger than governments and that the rules should not apply to them."

Despite strong feelings from both Australia and Facebook, the dispute was resolved fairly quickly, with the country agreeing to make four amendments to the legislation and Facebook restoring Australian's access to news.

Implications for Big Tech and news organisations

Both Australia and Facebook have claimed victory in the dispute, with a Facebook representative saying the company will be able to decide if news appears on the platform — meaning it won't automatically have to negotiate with any news businesses. Changes were also made to the arbitration process.

Tech experts have pointed out that larger news companies may ultimately benefit from the changes, but smaller ones could be pushed to the side. Major publishers that have struck agreements with tech giants, such as News Corp, Nine Entertainment (ASX:NEC,OTC Pink:NNMTF), Seven West Media (ASX:SWM) and Guardian Australia, may be able to increase their market share while smaller independent players lose out.

A business that is in full support of the laws is Microsoft (NASDAQ:MSFT). During the conflict, President Brad Smith came out loudly in favour of Australia's law, and advised that his company is willing to step up with search engine Bing should Google and/or Facebook pull out of the Australian market.

"In Australia, Prime Minister Scott Morrison has pushed forward with legislation two years in the making to redress the competitive imbalance between the tech sector and an independent press. The ideas are straightforward. Dominant tech properties like Facebook and Google will need to invest in transparency, including by explaining how they display news content," he said in a blog post.

"The United States should not object to a creative Australian proposal that strengthens democracy by requiring tech companies to support a free press. It should copy it instead."

Global reach and tech investor impact

Six months down the road from Australia's landmark legislation, it's tough to say what the long-term impact may be.

That said, market watchers do believe the country is part of a new precedent of forcing Big Tech into paying for journalism — something giants Facebook and Google are not used to.

Countries looking to pursue similar legislation include Canada, where Facebook agreed in May to pay 14 publishers to link to their articles on its COVID-19 and climate science pages, as well as other unspecified use cases. Canada is pursuing other avenues too. Meanwhile, in France, Google said it will pay publishers for news content after the country took up new EU copyright laws that make digital platforms liable for infringements.

For investors, the takeaway is perhaps that while companies like Facebook and Google may seem too big too fail, they too can fall subject to new regulations that can change how they do business. As nations around the world look to take back control from these mega companies, it's important to be aware of possible effects on their bottom lines.

Don't forget to follow @INN_Australia for real-time updates!

Securities Disclosure: I, Ronelle Richards, hold no direct investment interest in any company mentioned in this article.

Queensland is the 16th most attractive jurisdiction in the world, sneaking in above BC and the Yukon in Canada, and just behind New Mexico in the US.

Queensland is one of the top three Australian jurisdictions for copper.

While it's well behind South Australia, a behemoth in the country for resources and production, Queensland hosts some 12 percent of all known Australian copper deposits, level with its southern neighbour New South Wales.

A premier mining jurisdiction globally, Queensland is ranked third out of all Australian jurisdictions for mining investment attractiveness, according to the Fraser Institute. Globally, it's ranked as the 16th most attractive jurisdiction, sneaking in above BC and the Yukon in Canada, and just behind New Mexico in the US.


The state is renowned for its mining prowess in Australia, and is known as one of the resource states, with a large chunk of its economic heft coming from the mining industry and its operations across the vast state.

Overall, mining accounts for 11.7 percent of Queensland's economy, with coal and liquefied natural gas being the primary focus of output. Together, coal, gas and mineral exports account for over 80 percent of Queensland's exports, according to the state government.

Having said that, copper plays a large role, and Queensland is home to the second biggest producer of copper in Australia in the form of Glencore's (LSE:GLEN,OTC Pink:GLCNF) Mount Isa mining complex in the northwest of the state. There, Glencore owns and operates the Enterprise and X41 mines.

Aside from Mount Isa, Glencore owns the nearby Ernest Henry copper mine. Combined, Glencore's Queensland operations produced 138,800 tonnes of copper in 2020 — accounting for a little over 10 percent of the company's global copper production. Glencore isn't listed on the ASX, but can be found on the LSE.

Besides the Mount Isa complex itself, there's also a handful of other operational mines in the northwestern portion of the state, although most of them are privately owned, such as the Capricorn copper project, which is a joint venture between EMR Capital and Lighthouse Minerals; it secured itself "prescribed project" status in 2017.

Other privately owned projects include Round Oak's Barbara project (in care and maintenance), Chinese-backed CuDECO's Rockland copper project (mothballed, CuDECO in liquidation) and Chinova's Osborne mine — which was originally set up by Ivanhoe Mines (TSX:IVN,OTCQX:IVPAF). There's also the Balcooma mine, which Royal Gold (NASDAQ:RGLD) has copper royalties on, and the privately owned Mount Cuthbert mine.

Many of the mentioned projects ran into trouble in 2020, with the COVID-19 pandemic limiting company operations.

All in all, Queensland has 13 operational copper mines, but as can be seen many are in private hands, making investment opportunities somewhat slim. Aside from previously mentioned Glencore operations, there's Red River Resources (ASX:RVR,OTC Pink:RRRDF), which owns the Thalanga operations near Charters Towers. Red River acquired Thalanga in 2014, and has been working to develop the legacy site back into a viable investment.

From the beginning of production in 2017, the operations have a lifespan of some 10 years, according to Red River, with further development and exploration options on the table. In its most recent quarterly report, Thalanga reported output of 3,086 tonnes of copper concentrate.

The remainder of the options on the table for investors are exploration focused, such as Copper Mountain Mining (ASX:C6C,OTC Pink:CPPMF) with interests in the Eva copper project, which is — unsurprisingly — in the northwest of the state, near the town of Cloncurry. Eva is in the development phase, with a feasibility study completed in early 2020 envisaging a 15 year mine life with an annual expected output of 106 million pounds of copper equivalent.

There's also Global Energy Metals (TSXV:GEMC,OTCQB:GBLEF), which like Glencore isn't on the ASX, but has interests in the Millenium cobalt-copper-gold project and others near Mount Isa — all in the exploration stage.

Aside from that, Strategic Energy Resources (ASX:SER) acquired exploration licences from Newcrest Mining (ASX:NCM,OTC Pink:NCMGF) in May 2021 for licences around Mount Isa, and Zenith Minerals (ASX:ZNC) is exploring the Develin Creek copper-zinc project. Zenith recently divested from another copper project, Flannagans, in June 2021 by selling its interests to a private company for $450,000.

Don't forget to follow us @INN_Australia for real-time updates!

Securities Disclosure: I, Scott Tibballs, currently hold no direct investment interest in any company mentioned in this article.

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