By William Gullotti and Cristal Cody
Buffalo, N.Y., Sept. 6 – BHP Billiton Finance (USA) Ltd. sold $4.75 billion of fixed-rate senior notes in five tranches on Tuesday, according to an FWP and a 424B2 filed with the Securities and Exchange Commission and details from a market source.
The notes are guaranteed by BHP Group Ltd.
The first tranche totals $850 million with a 5.25% coupon due 2026, priced at 99.838 to yield 5.309%, or 65 basis points over Treasuries. The notes were talked in the 80 bps area over Treasuries.
The 2028-maturing tranche totals $700 million, bearing a 5.1% coupon, and was priced at 99.465 to yield 5.223%, or Treasuries plus 85 bps. The notes came tighter than spread talk that was in the 100 bps area.
A $900 million tranche of 5.25% notes due 2030 priced at a spread of 100 bps over Treasuries versus talk in the 115 bps area. The notes priced at 99.469 to yield 5.342%.
The issuer priced a second tranche of 5.25% notes, except totaling $1.5 billion and maturing 2033, at Treasuries plus 110 bps versus talk in the 130 bps area. The notes priced at 99.157 to yield 5.36%.
The fifth tranche, due 2053 with a 5.5% coupon, totals $800 million and was priced at 98.199 to yield 5.625%, or 125 bps over Treasuries. Price talk was in the 150 bps area over Treasuries.
The 2026 notes feature a make-whole call, exercisable at any time, at Treasuries plus 10 bps.
The other four tranches of notes feature make-whole calls, followed by par calls. The 2028 notes are callable at a make-whole amount of Treasuries plus 15 bps before Aug. 8, 2028. The 2030 notes are callable at a make-whole amount of Treasuries plus 15 bps before July 8, 2030. The 2033 notes are callable at a make-whole amount of Treasuries plus 20 bps before June 8, 2033. The 2053 notes are callable at a make-whole amount of Treasuries plus 20 bps before March 8, 2053.
Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Scotia Capital (USA) Inc., ANZ Securities, Inc., Bank of China Ltd., London Branch, Barclays, BNP Paribas Securities Corp., BofA Securities, Inc., China Construction Bank (Asia) Corp., Ltd., CIBC World Markets Corp., Credit Agricole Securities (USA) Inc., DBS Bank Ltd., ICBC Standard Bank plc, Mizuho Securities USA LLC, MUFG Securities Americas Inc., Santander US Capital Markets LLC, SMBC Nikko Securities America, Inc., UBS Securities LLC and Westpac Banking Corp. are the joint active bookrunners, with Citigroup as global coordinator.
Proceeds will be used to repay in full the debt outstanding under the company’s $5 billion acquisition facility, which was fully drawn in April 2023 to finance the acquisition of OZ Minerals Ltd., and for other general corporate purposes.
The global resources company is based in Melbourne, Australia.
| Issuer: | BHP Billiton Finance (USA) Ltd.
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| Guarantor: | BHP Group Ltd.
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| Amount: | $4.75 billion
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| Issue: | Senior notes
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| Global coordinator: | Citigroup Global Markets Inc.
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| Bookrunners: | Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Scotia Capital (USA) Inc., ANZ Securities, Inc., Bank of China Ltd., London Branch, Barclays, BNP Paribas Securities Corp., BofA Securities, Inc., China Construction Bank (Asia) Corp., Ltd., CIBC World Markets Corp., Credit Agricole Securities (USA) Inc., DBS Bank Ltd., ICBC Standard Bank plc, Mizuho Securities USA LLC, MUFG Securities Americas Inc., Santander US Capital Markets LLC, SMBC Nikko Securities America, Inc., UBS Securities LLC and Westpac Banking Corp.
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| Trustee: | Bank of New York Mellon
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| Counsel to issuer: | Sullivan & Cromwell (New York law) and Herbert Smith Freehills (Australian law)
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| Counsel to underwriters: | Sidley Austin
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| Pricing date: | Sept. 5
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| Settlement date: | Sept. 8
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| Distribution: | SEC registered
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|
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| 2026 notes
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| Amount: | $850 million
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| Maturity: | Sept. 8, 2026
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| Coupon: | 5.25%
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| Price: | 99.838
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| Yield: | 5.309%
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| Spread: | Treasuries plus 65 bps
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| Call features: | Any time at Treasuries plus 10 bps
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| Price talk: | Treasuries plus 80 bps area
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| Cusip: | 055451BB3
|
|
|
| 2028 notes
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| Amount: | $700 million
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| Maturity: | Sept. 8, 2028
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| Coupon: | 5.1%
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| Price: | 99.465
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| Yield: | 5.223%
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| Spread: | Treasuries plus 85 bps
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| Call features: | At Treasuries plus 15 bps before Aug. 8, 2028; after at par
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| Price talk: | Treasuries plus 100 bps area
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| Cusip: | 055451BC1
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|
|
| 2030 notes
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| Amount: | $900 million
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| Maturity: | Sept. 8, 2030
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| Coupon: | 5.25%
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| Price: | 99.469
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| Yield: | 5.342%
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| Spread: | Treasuries plus 100 bps
|
| Call features: | At Treasuries plus 15 bps before July 8, 2030; after at par
|
| Price talk: | Treasuries plus 115 bps area
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| Cusip: | 055451BD9
|
|
|
| 2033 notes
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| Amount: | $1.5 billion
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| Maturity: | Sept. 8, 2033
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| Coupon: | 5.25%
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| Price: | 99.157
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| Yield: | 5.36%
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| Spread: | Treasuries plus 110 bps
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| Call features: | At Treasuries plus 20 bps before June 8, 2033; after at par
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| Price talk: | Treasuries plus 130 bps area
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| Cusip: | 055451BE7
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|
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| 2053 notes
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| Amount: | $800 million
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| Maturity: | Sept. 8, 2053
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| Coupon: | 5.5%
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| Price: | 98.199
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| Yield: | 5.625%
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| Spread: | Treasuries plus 125 bps
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| Call features: | At Treasuries plus 20 bps before March 8, 2053; after at par
|
| Price talk: | Treasuries plus 150 bps area
|
| Cusip: | 055451BF4
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