NCIG Proclaims Early Affectionate Effects and Affectionate Cap Trade for Money Affectionate Trade in for Sure Remarkable Debt Securities

NEWCASTLE, NEW SOUTH WALES, Australia, Nov. 25, 2024 /PRNewswire/ — Newcastle Coal Infrastructure Workforce Pty Ltd (the “Company”), an immediate wholly-owned subsidiary of NCIG Holdings Pty Ltd, introduced lately the early gentle effects and Affectionate Cap trade of its up to now introduced money gentle offer (in combination, the “Offers”).

Early Affectionate Effects and Affectionate Cap Trade

As of 5:00 p.m., Unused York Town past, on November 25, 2024 (the “Early Tender Deadline”), in keeping with knowledge equipped through International Bondholder Products and services Company, the gentle and knowledge agent for the Trade in (the “Tender and Information Agent”), the combination primary quantity of the securities poised forth within the desk beneath beneath “Original Aggregate Principal Amount Tendered as of the Early Tender Deadline” were validly tendered within the Trade in. Withdrawal rights for the Securities (as outlined beneath) expired at 5:00 p.m., Unused York Town past, on November 25, 2024.

Name of Safety

CUSIP / ISIN Numbers

Untouched Major Quantity Issued

Flow Major Quantity Remarkable

Untouched Mixture Major

Quantity Tendered as of the Early Affectionate Cut-off date⁽³⁾

Untouched Mixture Major Quantity Anticipated to be Approved for Acquire⁽¹⁾

4.400% Assured Senior Join Notes due 2027 (the “2027 Notes”)

144A: 65106W AA3 / US65106WAA36

Reg S: Q66345 AA9 / USQ66345AA95

US$500,000,000

US$488,489,630

US$105,908,000

US$55,000,000

4.700% Assured Senior Join Notes due 2031 (the “2031 Notes”, and along side the 2027 Notes, the “Securities”)

144A: 65106W AB1 / US65106WAB19

Reg S: Q66345 AB7 / USQ66345AB78

US$450,000,000

US$439,641,122

US$22,060,000

US$10,000,000

(1) Anticipated to be authorized for acquire, and paid for, on December 4, 2024 (the “Early Settlement Date”), Unused York Town past.

The volume tendered exceeded US$65 million blended untouched combination primary quantity (the “Aggregate Maximum Tender Amount”). The untouched combination primary quantity of each and every sequence of Securities validly tendered and now not validly withdrawn through the Early Affectionate Cut-off date additionally exceeded the acceptable Affectionate Cap (as outlined within the Do business in to Acquire dated November 12, 2024 (the “Offer to Purchase”)). The Corporate will build up the Affectionate Cap acceptable to the 2027 Notes to US$55 million untouched combination primary quantity. The Affectionate Cap for the 2031 Notes will stay at US$15 million untouched combination primary quantity; then again, the Corporate will handiest be accepting as much as US$10 million untouched combination primary quantity for acquire. The Mixture Most Affectionate Quantity will stay unchanged. The Trade in are being made pursuant to the Do business in to Acquire which units forth a extra crystal clear description of the Trade in. The Trade in will expire at 5:00 p.m., Unused York Town past, on December 11, 2024, or any alternative era and past to which the Corporate extends the Trade in, except previous terminated. The Corporate urges the registered holders of the Securities (in combination, the “Holders” and each and every, a “Holder”) to learn the Do business in to Acquire sparsely prior to making any choice with admire to the Trade in. The Do business in to Acquire is also received at https://www.gbsc-usa.com/newcastle/ or through contacting the Affectionate and Knowledge Agent the usage of the phone quantity or electronic mail deal with discovered beneath beneath “Dealer Managers and Tender and Information Agent”.

Attention, Accumulated Hobby and Proration

The choice of the Overall Attention (as outlined within the Do business in to Acquire) will happen at 10:00 a.m., Unused York Town past, on November 26, 2024. The Early Agreement Year is predicted to be December 4, 2024. Along with the Overall Attention, Holders whose Securities are bought within the Trade in will obtain accumulated and unpaid pastime, rounded to the then cent, at the untouched US$1,000 primary quantity of Securities bought, from the utmost acceptable pastime fee era as much as, however now not together with, the Early Agreement Year.

Even if the Trade in are scheduled to run out at 5:00 p.m., Unused York Town past, on December 11, 2024, for the reason that untouched combination primary quantity of each and every sequence of Securities validly tendered and now not validly withdrawn through the Early Affectionate Cut-off date exceeded each and every acceptable Affectionate Cap, the Corporate does now not be expecting to simply accept for acquire any tenders of Securities upcoming the Early Affectionate Cut-off date. Any Securities tendered upcoming the Early Affectionate Cut-off date will likely be promptly credited to the account of the Holder of such Securities maintained at The Depository Accept as true with Corporate and returned in response to the Do business in to Acquire.

For the reason that untouched combination primary quantity of each and every sequence of Securities validly tendered and now not validly withdrawn through the Early Affectionate Cut-off date exceeded the acceptable Affectionate Cap, the volume of Securities the Corporate will acquire from each and every tendering Holder will likely be aspiring in response to the proration procedures described within the Do business in to Acquire, making use of a proration charge of 51.93% for the 2027 Notes and 45.33% for the 2031 Notes.

Agreement

The Corporate anticipates that the Early Agreement Year will likely be December 4, 2024, topic to all situations to the Trade in having been glad or waived through the Corporate. The Corporate’s legal responsibility to simply accept for acquire and to pay for the Securities validly tendered within the Trade in is topic to the pride or waiver of quite a lot of situations described within the Do business in to Acquire.

Broker Managers and Affectionate and Knowledge Agent

Citigroup International Markets Inc. and nabSecurities, LLC are appearing because the broker managers for the Trade in (in combination, the “Dealer Managers”). The Affectionate and Knowledge Agent for the Trade in is International Bondholder Products and services Company. For spare knowledge in regards to the phrases of the Trade in, please touch: Citigroup International Markets Inc. at +1 (212) 723-6106 (bundle) or +1 (800) 558-3745 (toll-free) or through electronic mail at [email protected] or nabSecurities, LLC at +1 (212) 916-9500 or through electronic mail at [email protected]. Demands for paperwork and questions in regards to the tendering of Securities is also directed to International Bondholder Products and services Company through phone at (212) 430‐3774 (for banks and agents handiest), (855) 654‐2015 (toll‐loose) or 001‐212‐430‐3774 (global), through electronic mail at contact@gbsc‐usa.com or at https://www.gbsc-usa.com/newcastle/.

This press drop is for informational functions handiest and isn’t an do business in to shop for or the solicitation of an do business in to promote with admire to any securities. The Trade in are being made pursuant to the Do business in to Acquire and handiest in such jurisdictions as is authorized beneath acceptable regulation. The Trade in aren’t being made in any jurisdiction by which the making or acceptance thereof would now not be in compliance with the securities, blue sky or alternative regulations of such jurisdiction. Not one of the Corporate, its associates, its board of administrators, the Broker Managers, the Affectionate and Knowledge Agent or the trustee for both sequence of Securities is making any advice as to possibly later Holders must gentle their Securities in reference to the Trade in, and neither the Corporate nor any alternative particular person has licensed someone to construct this type of advice.

Concerning the Corporate

The Corporate owns and operates a Coal Export Terminal situated on the Port of Newcastle within the Hunter Valley patch of Unused South Wales in Australia and is an integral a part of the Australian coal export business. The Corporate’s amenities come with rail, coal depot, send loading amenities and related infrastructure. The Corporate used to be shaped in 2004 through its shareholders who’re additionally consumers of the Corporate’s Terminal products and services. The shareholders of the Corporate are entities which can be owned through one of the most greatest mining corporations on the earth, together with BHP Workforce Restricted, Yancoal Australia Restricted, Whitehaven Coal Mining Restricted, Peabody Power Company and Banpu Folk Corporate Restricted (Centennial Coal), who each and every owns coal property in Unused South Wales, Australia.

Ahead-Having a look Statements

This drop incorporates ahead‐having a look statements. Ahead‐having a look statements are knowledge of a non‐historic nature or which relate to life occasions and are topic to dangers and uncertainties. Negative word may also be for the reason that the transactions described herein will likely be consummated or as to the last phrases of this type of transactions. You must now not park undue reliance on those ahead‐having a look statements. Aside from as required through regulation or law, the Corporate does now not adopt any legal responsibility to replace those ahead having a look statements.

SOURCE Newcastle Coal Infrastructure Workforce Pty Ltd