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Associated Press
4 days ago
- Business
- Associated Press
FIRST QUANTUM MINERALS ANNOUNCES CASH TENDER OFFER TO PURCHASE ANY AND ALL OF ITS OUTSTANDING 6.875% SENIOR NOTES DUE 2027
(In United States dollars, except where noted otherwise) TORONTO, Aug. 6, 2025 /PRNewswire/ -- First Quantum Minerals Ltd. (the 'Company' or 'First Quantum') (TSX: FM) today announced that it has commenced an offer to purchase for cash (the 'Tender Offer') any and all of its outstanding 6.875% Senior Notes due 2027 (the 'Notes') from holders of the Notes ('Holders'), as further described in the offer to purchase dated the date hereof (the 'Offer to Purchase') and the related Notice of Guaranteed Delivery. The Tender Offer will expire at 5:00 pm, New York City time, on August 12, 2025 (such date, as may be extended, the 'Expiration Date'). The consideration for each $1,000 principal amount of Notes tendered prior to the Expiration Date and accepted for purchase pursuant to the Tender Offer shall be the 'Notes Consideration' and will be calculated by the Dealer Managers (as defined below) as set forth in the table below in a manner described in the Offer to Purchase by reference to the fixed spread (the 'Fixed Spread') specified below plus the yield based on the bid-side price of the U.S. Treasury Reference Security specified below (the 'Reference Security') as quoted on the Bloomberg Bond Trader FIT3 series of pages (the 'Reference Page') at 2:00 p.m., New York City time, on the date referred to in the Offer to Purchase as the 'Price Determination Date.' In addition, Holders who validly tender and do not validly withdraw their Notes in the Tender Offer will be paid a cash amount equal to accrued and unpaid interest from the last interest payment date up to, but not including, the Settlement Date (as defined in the Offer to Purchase). For the avoidance of doubt, any Notes accepted for purchase pursuant to the Offer will cease to accrue interest on and after the Settlement Date. Tendered Notes may be withdrawn at any time at or prior to the Expiration Date and no tenders will be valid if submitted after the Expiration Date. Upon completion of the Tender Offer, the Notes accepted for purchase will be canceled. Notes may be tendered and accepted for payment only in principal amounts equal to authorized denominations described above. Holders who tender less than all of their Notes must continue to hold such Notes in the applicable minimum authorized denomination. The purpose of the Tender Offer is to acquire any and all of the aggregate principal amount of the outstanding Notes as part of a refinancing transaction (the 'Refinancing') pursuant to which the Company expects to issue, on or prior to the Settlement Date (the 'New Notes Issuance') new senior notes (the 'New Notes') on terms and conditions reasonably satisfactory to the Company. The proceeds of the New Notes are expected be used, among other things, to purchase Notes pursuant to the Tender Offer and redeem Notes not tendered in the Tender Offer pursuant to the Redemption (as defined below). There can be no assurance that the Company will be able to complete the New Notes Issuance and satisfy the Financing Conditions (as defined below). Subject to the satisfaction of the Financing Conditions, the Company intends to redeem any Notes that are not validly tendered and accepted for purchase in the Tender Offer on or after October 15, 2025 in accordance with the terms of the indenture (the 'Indenture') governing the Notes (the 'Redemption') at the then applicable redemption price of 100.000%, plus accrued and unpaid interest to (but not including) the applicable date of redemption. However, the Company cannot assure you that such remaining Notes will be so redeemed. The Company, in its sole discretion, may also deposit amounts required to fund the Redemption into an account designated by the Trustee, in accordance with the satisfaction and discharge provisions of the Indenture on or after the Settlement Date. For the avoidance of doubt, this announcement does not constitute a notice of redemption. In the event that the Company does not consummate the Redemption or satisfaction and discharge of the Indenture, it may otherwise acquire any Notes that remain outstanding after the Expiration Date, through open market or privately negotiated transactions, one or more additional tender offers, or otherwise, upon such terms and at such prices as the Company may determine, which may be more or less than the prices to be paid pursuant to the Tender Offer or in a redemption pursuant to the terms of the Indenture. In addition, pursuant to the terms of the Indenture, in connection with certain tender offers for the Notes, if holders of not less than 90% in aggregate principal amount of outstanding Notes validly tender and do not validly withdraw such Notes in such tender offer and the Company purchases all of the Notes validly tendered and not validly withdrawn by such holders, all of the holders will be deemed to have consented to such tender offer, and, accordingly, the Company will have the right to redeem all Notes that remain outstanding following such purchase at a price equal to the price offered to each other holder in such tender offer. The consummation of the Tender Offer and the Company's obligation to accept for purchase, and to pay for, Notes validly tendered (and not validly withdrawn) pursuant to the Tender Offer are subject to the satisfaction of or waiver of the following conditions: (a) the successful completion by the Company of the New Notes Issuance, the proceeds of which will be sufficient to fund (i) the purchase of all outstanding Notes in the Tender Offer and (ii) the Redemption, all on terms and conditions acceptable to the Company in its sole discretion (the 'Financing Conditions'); and (b) satisfaction of the other conditions set forth in the Offer to Purchase. The Company reserves the right to amend or waive any of the conditions of the Tender Offer, in whole or in part, at any time or from time to time, in its sole discretion. Subject to applicable laws, the Company reserves the right (i) to waive or modify in whole or in part any and all conditions to the Tender Offer, (ii) to extend the Expiration Date with respect to the Tender Offer, (iii) to modify or terminate the Tender Offer, (iv) to decrease the principal amount of the relevant Notes subject to the Tender Offer, or (v) to otherwise amend the Tender Offer in any respect. Capitalized terms used in this announcement but not otherwise defined shall have the meanings given to them in the Offer to Purchase. Full details of the terms and conditions of the Tender Offer are included in the Company's Offer to Purchase. Copies of documents relating to the Tender Offer may be obtained from Kroll Issuer Services Limited, the Tender and Information Agent, at by telephone at +44 20 7704 0880 or by e-mail at [email protected]. The Company has engaged J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, BMO Capital Markets Corp and Société Générale to serve as dealer managers for the Tender Offer (the 'Dealer Managers'). Questions regarding the Tender Offer should be directed to Dealer Managers using the following contact information, as applicable: J.P. Morgan Securities LLC by telephone at +1 (866) 834-4666 (U.S. Toll Free) or +1 (212) 834-7489 (U.S. Collect); Goldman Sachs & Co. LLC by telephone at: +1 (212) 357-1452 (U.S. Collect), +1 (800) 828-3182 (Toll Free) or +44 207 774 4836 (Europe); BMO Capital Markets Corp. by telephone at: +1 (833) 418-0762 (U.S. Toll Free) or +1 (212) 702-1840 (U.S. Collect); and Société Générale by telephone at: +33 (0) 1 42 13 32 4 or +1 (855) 881-2108 (U.S. Toll Free). For further information, visit our website at or contact: Investor Relations: Bonita To, Director, Investor Relations (416) 361-6400 Toll-free: 1 (888) 688-6577 E-Mail: [email protected] Media Relations: James Devas, Manager, Corporate Affairs +44 207 291 6630 E-Mail: [email protected] DISCLAIMER None of the Company, the Dealer Managers or the Tender and Information agent makes any recommendation as to whether or not Holders should tender their Notes or deliver consents or how much they should tender in connection with the Tender Offer, and no one has been authorized by any of them to make such recommendations. Holders are urged to evaluate carefully all information contained in the Offer to Purchase and consult their own investment and tax advisors. Holders must make their own decisions as to whether to tender their Notes and deliver consents, and, if so, the principal amount of Notes to tender. The distribution of the Offer to Purchase in certain jurisdictions may be restricted by law. Persons into whose possession the Offer to Purchase comes are required by the Company, the Dealer Managers and the Tender and Information Agent to inform themselves about, and to observe, any such restrictions. It may be unlawful to distribute this press release in certain jurisdictions. The information in this press release does not constitute a notice of redemption, a solicitation to purchase or sell, an offer to purchase or sell or the solicitation of an offer to purchase or sell any of the securities described herein, nor shall there be any offer or sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Tender Offer is made solely pursuant to the Offer to Purchase. The New Notes will not be registered under the U.S. Securities Act, or the securities laws of any state of the U.S. or other jurisdictions and the Notes will not be offered or sold within the U.S. or to, or for the account or benefit of, U.S. Persons (as defined in Regulation S of the U.S. Securities Act), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and the applicable laws of other jurisdictions. The Company does not intend to conduct a public offering in the United States or any other jurisdiction. This press release must be read in conjunction with the Offer to Purchase. This press release and the Offer to Purchase contain important information which should be read carefully before any decision is made with respect to the Tender Offer. If any Holder is in any doubt as to the action it should take, it is recommended that such Holder seek its own financial and legal advice, including as to any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant or other independent financial or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to tender Notes in the Tender Offer. Any deadlines set by any intermediary will be earlier than the deadlines specified in the Offer to Purchase. The deadlines set by DTC may also be earlier than the relevant deadlines set out in the Offer to Purchase. Questions, requests for assistance and requests for additional copies of the Offer to Purchase may be directed to the Tender and Information Agent or the Dealer Managers at their addresses set forth in this press release. CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION Certain information contained in this news release constitutes 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act of 1995 and 'forward-looking information' under applicable Canadian securities legislation. The forward-looking statements and forward-looking information in this news release include, among other things, the anticipated cash expenditure to consummate the Tender Offer, as well as the consummation, timing, settlement, size and terms of the Tender Offer, including the Notes Consideration, the Price Determination Date, the Expiration Date, the Guaranteed Delivery Date and the Settlement Date. Often, but not always, forward-looking statements or information can be identified by the use of words such as 'plans', 'expects' or 'does not expect', 'is expected', 'budget', 'scheduled:, 'estimates', 'forecasts', 'intends', 'anticipates' or 'does not anticipate' or 'believes' or variations of such words and phrases or statements that certain actions, events or results 'may', 'could', 'would', 'might' or 'will' be taken, occur or be achieved. With respect to forward-looking statements and information contained herein, the Company has made numerous assumptions including, among other things, assumptions about the ability to price the New Notes on terms that are acceptable to the Company, the timing of the closing of the concurrent offering of New Notes, the satisfaction of the conditions set forth in the Offer to Purchase and the ability to achieve the Company's goals. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to, events generally impacting global economic, financial, political and social stability. See the Company's Annual Information Form and other documents filed with the securities regulators or similar authorities in Canada (accessible under the Company's profile on SEDAR+ at ), the United States Securities and Exchange Commission and the London Stock Exchange for additional information on risks, uncertainties and other factors relating to the forward-looking statements and information. Although the Company has attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in the forward-looking statements or information, there may be other factors that cause actual results, performances, achievements or events not to be anticipated, estimated or intended. Also, many of these factors are beyond First Quantum's control. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company undertakes no obligation to reissue or update forward-looking statements or information as a result of new information or events after the date hereof except as may be required by law. All forward-looking statements and information contained herein are expressly qualified by this cautionary statement. View original content: SOURCE First Quantum Minerals
Yahoo
30-07-2025
- Business
- Yahoo
ZTO Express Announces Repurchase Right Notification for 1.50% Convertible Senior Notes due 2027
SHANGHAI, July 30, 2025 /PRNewswire/ -- ZTO Express (Cayman) Inc. (NYSE: ZTO and HKEX: 2057), a leading and fast-growing express delivery company in China ("ZTO" or the "Company"), today announced that it is notifying holders of its 1.50% Convertible Senior Notes due 2027 (CUSIP No. 98980AAB1) (the "Notes") that pursuant to the Indenture dated as of August 29, 2022 (the "Indenture") relating to the Notes by and between the Company and Citibank, N.A., as trustee, each holder has the right, at the option of such holder, to require the Company to repurchase all of such holder's Notes or any portion thereof that is an integral multiple of US$1,000 principal amount for cash on September 2, 2025 (the "Repurchase Right"). The Repurchase Right expires at 5:00 p.m., New York City time, on Thursday, August 28, 2025. As required by rules of the United States Securities and Exchange Commission (the "SEC"), the Company will file a Tender Offer Statement on Schedule TO which includes documents specifying the terms, conditions and procedures for exercising the Repurchase Right. None of the Company, its board of directors or its employees has made or is making any representation or recommendation to any holder as to whether to exercise or refrain from exercising the Repurchase Right. The Repurchase Right entitles each holder of the Notes to require the Company to repurchase all of such holder's Notes or any portion thereof that is an integral multiple of US$1,000 principal amount. The repurchase price for such Notes will be equal to 100% of the principal amount of the Notes to be repurchased, plus any accrued and unpaid additional interest, if any, to, but excluding, September 2, 2025, which is the date specified for repurchase in the Indenture (the "Repurchase Date"), subject to the terms and conditions of the Indenture and the Notes. Pursuant to the terms of the Indenture and the Notes, the next interest payment date for the Notes is September 1, 2025. As September 1, 2025 is a federal holiday, pursuant to the Indenture and the Notes, on Tuesday, September 2, 2025, which is the next succeeding business day, the Company will pay accrued and unpaid interest on all of the Notes through August 31, 2025 to all holders who were holders of record as of close of business on Friday, August 15, 2025. As of July 29, 2025, there was US$1,000,000,000.00 in aggregate principal amount of the Notes outstanding. If all outstanding Notes are surrendered for repurchase through exercise of the Repurchase Right, the aggregate cash purchase price will be US$1,000,000,000.00. The opportunity for holders of the Notes to exercise the Repurchase Right commences at 9:00 a.m., New York City time today, July 30, 2025, and will terminate at 5:00 p.m., New York City time, on Thursday, August 28, 2025. In order to exercise the Repurchase Right, a holder must follow the transmittal procedures set forth in the Company's Repurchase Right Notice to holders (the "Repurchase Right Notice"), which is available through the Depository Trust Company. Holders may withdraw any previously tendered Notes pursuant to the terms of the Repurchase Right at any time prior to 5:00 p.m., New York City time, on Thursday, August 28, 2025, or as otherwise provided by applicable law. This press release is for information only and is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of an offer to sell the Notes or any other securities of the Company. The offer to purchase the Notes will be only pursuant to, and the Notes may be tendered only in accordance with, the Company's Repurchase Right Notice dated July 30, 2025 and related documents. Holders of the Notes should refer to the Indenture for a complete description of repurchase procedures and direct any questions concerning the mechanics of repurchase to the Trustee by contacting Citibank, N.A. at citinygats@ or HOLDERS OF NOTES AND OTHER INTERESTED PARTIES ARE URGED TO READ THE COMPANY'S SCHEDULE TO, REPURCHASE RIGHT NOTICE AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ZTO EXPRESS (CAYMAN) INC. AND THE REPURCHASE RIGHT. Materials filed with the SEC will be available electronically without charge at the SEC's website, Documents filed with the SEC may also be obtained without charge at the Company's website, About ZTO Express (Cayman) Inc. ZTO Express (Cayman) Inc. (NYSE: ZTO and SEHK: 2057) ("ZTO" or the "Company") is a leading and fast-growing express delivery company in China. ZTO provides express delivery service as well as other value-added logistics services through its extensive and reliable nationwide network coverage in China. ZTO operates a highly scalable network partner model, which the Company believes is best suited to support the significant growth of e-commerce in China. The Company leverages its network partners to provide pickup and last-mile delivery services, while controlling the mission-critical line-haul transportation and sorting network within the express delivery service value chain. For more information, please visit: For investor and media inquiries, please contact: ZTO Express (Cayman) Inc. Investor RelationsE-mail: ir@ +86 21 5980 4508 View original content: SOURCE ZTO Express (Cayman) Inc. Sign in to access your portfolio
Yahoo
28-07-2025
- Business
- Yahoo
Community Health Systems, Inc. Announces Increase in Tender Cap for 5.625% Senior Secured Notes Due 2027
FRANKLIN, Tenn., July 28, 2025--(BUSINESS WIRE)--Community Health Systems, Inc. (the "Company") (NYSE: CYH) today announced that its wholly owned subsidiary, CHS/Community Health Systems, Inc. (the "Issuer"), has increased the principal amount of the Issuer's approximately $1,757 million aggregate principal amount outstanding 5.625% Senior Secured Notes due 2027 (the "2027 Notes") that it can repurchase under its previously announced cash tender offer (the "Tender Offer") from $1,470 million to $1,757 million, on the terms and subject to the conditions set forth in the Issuer's Offer to Purchase dated July 28, 2025 (the "Offer to Purchase"). Consistent with amending the Tender Cap, the Issuer has amended the financing condition of the Tender Offer to provide that the Issuer's obligation to accept for purchase, and to pay for, 2027 Notes validly tendered and not validly withdrawn is subject to the satisfaction or waiver of certain conditions, including, among other things, the condition that the Issuer has completed a debt financing on terms and conditions satisfactory to it yielding gross cash proceeds of $1,790 million or more. The complete terms and conditions of the Tender Offer is set forth in the Offer to Purchase. The Issuer has retained Citigroup Global Markets Inc. to act as dealer manager in connection with the Tender Offer. Questions about the Tender Offer may be directed to Citigroup Global Markets Inc. at (800) 558-3745 (toll free) or (212) 723-6106 (collect). Copies of the Tender Offer documents and other related documents may be obtained from Global Bondholder Services Corporation, the depositary and information agent for the Tender Offer, at (855) 654-2015 (toll free) or (212) 430-3774 (collect) or email contact@ The Tender Offer is being made solely by means of the Tender Offer documents. Under no circumstances shall this press release constitute an offer to purchase or sell or the solicitation of an offer to purchase or sell the 2027 Notes or any other securities of the Issuer or any other person, nor shall there be any offer or sale of any 2027 Notes or other securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. In addition, nothing contained herein constitutes a notice of redemption of the 2027 Notes. No recommendation is made as to whether holders of the 2027 Notes should tender their 2027 Notes. Forward-Looking Statements This press release may include information that could constitute forward-looking statements. These statements involve risk and uncertainties. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise, except as otherwise required by law. View source version on Contacts Investor Contacts: Kevin J. Hammons, 615-465-7000President and Chief Financial OfficerorAnton Hie, 615-465-7012Vice President – Investor Relations Media Contact: Tomi Galin, 615-628-6607Executive Vice President, Corporate Communications, Marketing and Public Affairs
Business Wire
28-07-2025
- Business
- Business Wire
Community Health Systems, Inc. Announces Increase in Tender Cap for 5.625% Senior Secured Notes Due 2027
FRANKLIN, Tenn.--(BUSINESS WIRE)--Community Health Systems, Inc. (the 'Company') (NYSE: CYH) today announced that its wholly owned subsidiary, CHS/Community Health Systems, Inc. (the 'Issuer'), has increased the principal amount of the Issuer's approximately $1,757 million aggregate principal amount outstanding 5.625% Senior Secured Notes due 2027 (the '2027 Notes') that it can repurchase under its previously announced cash tender offer (the 'Tender Offer') from $1,470 million to $1,757 million, on the terms and subject to the conditions set forth in the Issuer's Offer to Purchase dated July 28, 2025 (the 'Offer to Purchase'). Consistent with amending the Tender Cap, the Issuer has amended the financing condition of the Tender Offer to provide that the Issuer's obligation to accept for purchase, and to pay for, 2027 Notes validly tendered and not validly withdrawn is subject to the satisfaction or waiver of certain conditions, including, among other things, the condition that the Issuer has completed a debt financing on terms and conditions satisfactory to it yielding gross cash proceeds of $1,790 million or more. The complete terms and conditions of the Tender Offer is set forth in the Offer to Purchase. The Issuer has retained Citigroup Global Markets Inc. to act as dealer manager in connection with the Tender Offer. Questions about the Tender Offer may be directed to Citigroup Global Markets Inc. at (800) 558-3745 (toll free) or (212) 723-6106 (collect). Copies of the Tender Offer documents and other related documents may be obtained from Global Bondholder Services Corporation, the depositary and information agent for the Tender Offer, at (855) 654-2015 (toll free) or (212) 430-3774 (collect) or email contact@ The Tender Offer is being made solely by means of the Tender Offer documents. Under no circumstances shall this press release constitute an offer to purchase or sell or the solicitation of an offer to purchase or sell the 2027 Notes or any other securities of the Issuer or any other person, nor shall there be any offer or sale of any 2027 Notes or other securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. In addition, nothing contained herein constitutes a notice of redemption of the 2027 Notes. No recommendation is made as to whether holders of the 2027 Notes should tender their 2027 Notes. Forward-Looking Statements This press release may include information that could constitute forward-looking statements. These statements involve risk and uncertainties. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise, except as otherwise required by law.
Yahoo
28-07-2025
- Business
- Yahoo
Lazard Announces Cash Tender Offer for 3.625% Senior Notes Due 2027 of Lazard Group LLC
NEW YORK, July 28, 2025--(BUSINESS WIRE)--Lazard, Inc. (NYSE: LAZ) announced today that its subsidiary Lazard Group LLC ("Lazard Group") is commencing a cash tender offer (the "Tender Offer") for any and all of its outstanding 3.625% Senior Notes due March 1, 2027 (the "Notes"). The Tender Offer is being made upon the terms and conditions in the Offer to Purchase dated July 28, 2025. The Tender Offer will expire at 5:00 p.m. (New York City time) on August 1, 2025, unless extended or terminated as described in the Offer to Purchase (such time and date, as they may be extended, the "Expiration Time"). Holders of the Notes are urged to carefully read the Offer to Purchase and Notice of Guaranteed Delivery before making any decision with respect to the Tender Offer. The following table summarizes certain material terms of the Tender Offer: Title of Security CUSIP/ISIN Nos. Principal Amount Outstanding UST Reference Security Bloomberg Reference Page Fixed Spread (bps) 3.625% Senior Notes due 2027 52107QAH8 / US52107QAH83 $300,000,000 1.250% UST due November 30, 2026 FIT4 +30 In order to be eligible to receive the "Total Consideration," holders must (i) validly tender their Notes on or prior to the Expiration Time or (ii) deliver a properly completed Notice of Guaranteed Delivery and all other required documents at or prior to the Expiration Time and validly tender their Notes at or prior to 5:00 p.m. (New York City time) on the second business day after the Expiration Time pursuant to guaranteed delivery procedures. The Total Consideration for each $1,000 principal amount of Notes validly tendered and not validly withdrawn will be determined in the manner described in the Offer to Purchase by reference to the fixed spread over the yield to maturity based on the bid side price of the UST Reference Security listed above, calculated by the Dealer Managers (as defined below) for the Tender Offer as of 2:00 p.m. (New York City time) on August 1, 2025, the date on which the Tender Offer is currently scheduled to expire. In addition to the Total Consideration, accrued and unpaid interest up to, but not including, the Settlement Date (as defined below) will be payable in cash on all validly tendered and accepted Notes. Interest will cease to accrue on the Settlement Date for all Notes accepted for purchase in the Tender Offer, including any such Notes tendered through guaranteed delivery procedures. As a result, Notes tendered through the guaranteed delivery procedures will not receive accrued interest from the Settlement Date through the Guaranteed Delivery Settlement Date, which is expected to be two business days after the Settlement Date. Payment for Notes validly tendered in the Tender Offer and accepted by Lazard Group for purchase will be made on the date referred to as the "Settlement Date" or, in the case of Notes tendered through guaranteed delivery procedures, the "Guaranteed Delivery Settlement Date." The Settlement Date is expected to occur on the next business day following the Expiration Time, and the Guaranteed Delivery Settlement Date is currently expected to occur on the third business day following the Expiration Time. As described in the Offer to Purchase, tendered Notes may be withdrawn at any time on or prior to the earlier of (i) the Expiration Time and (ii) in the event that the Tender Offer is extended, the 10th business day after commencement of the Tender Offer; provided that Notes tendered pursuant to the Tender Offer may also be withdrawn at any time after the 60th business day after commencement of the Tender Offer if for any reason the Tender Offer has not been consummated within 60 business days of commencement. The closing of the Tender Offer is subject to the satisfaction or waiver of certain conditions as set forth in the Offer to Purchase, including the condition that Lazard Group has received, on terms satisfactory to it, net proceeds from one or more offerings of senior unsecured notes after July 28, 2025 in an amount sufficient to fund (i) the purchase of all Notes accepted in the Tender Offer and (ii) all fees and expenses in connection with the Tender Offer. Lazard Group reserves the right, subject to applicable law, to (i) waive any and all conditions to the Tender Offer, (ii) extend the Expiration Time, (iii) amend the Tender Offer in any respect (including, without limitation, to change the fixed spread), or (iv) terminate the Tender Offer on or prior to the Expiration Time and return the Notes tendered pursuant thereto, in each case by giving written or oral notice of such extension, amendment, or termination to Global Bondholder Services Corporation, the tender agent (in such capacity, the "Tender Agent"). This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Notes. The Tender Offer is being made solely by means of the Offer to Purchase and Notice of Guaranteed Delivery dated July 28, 2025. The Tender Offer is void in all jurisdictions where it is prohibited. In those jurisdictions where the securities, blue sky, or other laws require the Tender Offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of Lazard Group by the Dealer Managers or one or more registered brokers or dealers licensed under the laws of such jurisdictions. Citigroup Global Markets Inc. is acting as the lead dealer manager and Lazard Frères & Co. LLC is acting as co-dealer manager (together, the "Dealer Managers") for the Tender Offer. Requests for documents may be directed to Global Bondholder Services Corporation, the information agent (in such capacity, the "Information Agent"), by telephone at (212) 430-3774, in writing at Attn: Corporate Actions, 65 Broadway—Suite 404, New York, New York 10006, or by email at contact@ Copies of the Offer Documents are also available at the following website: Questions regarding the Tender Offer may be directed to Citigroup Global Markets Inc. by telephone at (800) 558-3745 (toll-free) or (212) 723-6106 (collect) or in writing at Attn: Liability Management Group, 388 Greenwich Street, Trading 4th Floor, New York, New York 10013. None of Lazard Group or its affiliates, their respective boards of directors, the Dealer Managers, the Tender Agent, the Information Agent, or the trustee for the Notes makes any recommendation as to whether holders should tender any of their Notes. Holders must make their own decision as to whether to tender any of their Notes and, if so, the principal amount of their Notes to tender. About Lazard Founded in 1848, Lazard is one of the world's preeminent financial advisory and asset management firms, with operations in North and South America, Europe, the Middle East, Asia, and Australia. Lazard provides advice on mergers and acquisitions, capital markets and capital solutions, restructuring and liability management, geopolitics, and other strategic matters, as well as asset management and investment solutions to institutions, corporations, governments, partnerships, family offices, and high net worth individuals. Cautionary Note Regarding Forward-Looking Statements This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by the use of forward-looking terminology such as "may," "might," "will," "should," "could," "would," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential," "target," "goal," "pipeline," or "continue," and the negative of these terms and other comparable terminology. These forward-looking statements, which are subject to known and unknown risks, uncertainties and assumptions about us, may include projections of our future financial performance based on our growth strategies, business plans and initiatives and anticipated trends in our business. These forward-looking statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements. These factors include, but are not limited to, those discussed in our Annual Report on Form 10-K under Item 1A "Risk Factors," and also discussed from time to time in our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, including the following: Adverse general economic conditions or adverse conditions in global or regional financial markets; Changes in international trade policies and practices, including the implementation of tariffs, proposed further tariffs, and responses from other jurisdictions, and the economic impacts, volatility and uncertainty resulting therefrom; A decline in our revenues, for example due to a decline in overall mergers and acquisitions ("M&A") activity, our share of the M&A market or our assets under management ("AUM"); Losses caused by financial or other problems experienced by third parties; Losses due to unidentified or unanticipated risks; A lack of liquidity, i.e., ready access to funds, for use in our businesses; Competitive pressure on our businesses and on our ability to retain and attract employees at current compensation levels; and Changes in relevant tax laws, regulations or treaties or an adverse interpretation of those items. These risks and uncertainties are not exhaustive. Our SEC reports describe additional factors that could adversely affect our business and financial performance. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for our management to predict all risks and uncertainties, nor can management assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. As a result, there can be no assurance that the forward-looking statements included in this release will prove to be accurate or correct. Although we believe the statements reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance, achievements or events. Moreover, neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. We are under no duty to update any of these forward-looking statements after the date of this release to conform our prior statements to actual results or revised expectations and we do not intend to do so. Lazard, Inc. is committed to providing timely and accurate information to the investing public, consistent with our legal and regulatory obligations. To that end, Lazard and its operating companies use their websites, and other social media sites to convey information about their businesses, including the anticipated release of quarterly financial results, quarterly financial, statistical and business-related information, and the posting of updates of AUM in various mutual funds, hedge funds and other investment products managed by Lazard Asset Management LLC and Lazard Frères Gestion SAS. LAZ-CPE View source version on Contacts Media contact: Shannon Houston, +1 212 632 Investor contact: Alexandra Deignan, +1 212 632 Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
