Freeport-McMoRan to Sell Porton of Shares in Freeport-McMoRan Copper & Gold

摘要

Freeport-McMoRan Copper & Gold Inc. (FCX), Freeport-McMoRan Inc. (FTX), the RTZ Corp. plc (RTZ) and RTZ America (RTZ America), New Orleans, have signed letters of intent whereby RTZ America may acquire over 18 percnet ofthe outstanding common equity of FCX for up to 875 million dollars; FCX and subsidiaries will enter into joint venture arrangements with subsidiaries of RTZ, pur-suant to which V.TZ's subsidiaries intend to invest up to 850 million dollars on exploration and development projects on lands controlled by FCX's Indonesian subsidiaries; andRTZ will acquire 25 percent of PCX's Spanish smelter operations. Rtz America will acquire from FTX about 21.5 million shares of FCX class A common stock (10.4 percent oJ' the outstanding common equity of FCX) for 450 million dollars. FTX will callits 6.55 percent convertible subordinated notes, the outstanding principal amount being about 373 dolalrs. If requested by FTX, RTZ America will moke a cash tender offer for the notes. RTZ America will be obligated to convert any notes it acquires into the common stck of FTX. If RTZ America acquires all of the notes and exercises an option it will receive from in FTX to acquire about 3.5 million common shares of FCX, after completion of FTX's restructuring, RTZ America would own about 12 percent of FTX's common shares anticipated to be outstanding and, in the ag-gregate, over 18 percent of the outstanding common equity of FCX. FTX expects to offer FTX common shares in exchange for its 4.375 convertible exchangeable preferred stock. FTX's zero coupon convertible subor-dinated debentures will be redeemed for cash.