The Management Board of KGHM Polska Miedź S.A. (“Company”) announces that on 26 November 2025 it consented to sign an unsecured revolving syndicated credit facility agreement in the amount of USD 1 500 million with an international syndicate of banks (“Agreement”).
The Agreement will be concluded for a 5-year tenor and will have two one-year extension options exercisable at the request of the Company (at the discretion of each syndicate member). The Agreement will include a non-binding option to increase the amount of the credit facility by a total amount not exceeding USD 500 million within 36 months of its signing (“accordion”), with the total amount of the revolving credit facility up to USD 2 000 million. The terms concerning the accordion will be identical to the terms of the committed amount. The credit facility will replace the current revolving syndicate credit facility in the amount of USD 1 500 million dated 20 December 2019 (which was announced by the Company via a regulatory filing no. 38/2019). Following the signing of the aforementioned syndicated credit facility Agreement, the credit facility agreement from 2019 will be terminated.
Simultaneously, the Management Board of KGHM Polska Miedź S.A. announces that the Agreement is planned to be signed on 2 December 2025. If the Agreement is not signed by 2 December 2025, the Company will announce this fact in a separate regulatory filing.
The credit facility was arranged with a group of banks with their registered head office in Poland and abroad. The title of Global Coordinator will be granted to UniCredit S.p.A., the title of Mandated Lead Arranger and Bookrunner will be granted to Bank Polska Kasa Opieki S.A., Intesa Sanpaolo S.p.A. Spółka Akcyjna Oddział w Polsce, Santander Bank Polska S.A. and Powszechna Kasa Oszczędności Bank Polski S.A. and the title of Lead Arranger will be granted to Bank Millennium S.A., Erste Group Bank AG, Standard Chartered Bank AG, Bank of China (Europe) S.A. Spółka Akcyjna Oddział w Polsce, Industrial and Commercial Bank of China S.A. (Europe) S.A. (Spółka Akcyjna) Oddział w Polsce, HSBC Continental Europe S.A., BNP Paribas Bank Polska S.A., Credit Agricole Bank Polska S.A, ING Bank Śląski S.A. and CaixaBank S.A. (Spółka Akcyjna) Oddział w Polsce.
As the credit facility was oversubscribed, there was a substantial reduction in allocation for the syndicate members.
According to the Agreement, the credit facility may be drawn in USD in the form of renewable tranches. The funds obtained from the credit facility will be used to finance general corporate purposes, including capital expenditures and/or current operations of the Company and companies of the KGHM Polska Miedź S.A. Group.
Interest on the credit facility was set based on the SOFR base rate plus a margin, which depends on the net debt/EBITDA financial ratio. Other provisions of the agreement are in accordance with the standard terms of these types of transactions.
Legal basis: Art. 17 (1) of MAR (Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC