By Mary-Katherine Stinson
Lexington, Ky., Dec. 8 – Mongolian Mining Corp. and wholly owned subsidiary Energy Resources LLC, as co-issuers, have entered into a purchase agreement on Dec. 7 with Morgan Stanley & Co. International plc as the initial purchaser in connection with the issuance of $40 million additional 12½% senior notes due 2026, according to a notice.
Energy Resources LLC, Mongolian Coal Corp. Ltd., Mongolian Coal Corp. Sarl, Energy Resources Corp. LLC, Tavan Tolgoi Airport LLC, United Power LLC, Ukhaa Khudag Water Supply LLC, Baruun Naran Sarl and Khangad Exploration LLC are the subsidiary guarantors.
The additional notes will have the same terms and will form a single series with the $180 million aggregate principal amount of 12½% guaranteed senior notes due 2026 issued on Sept. 13.
The notes will feature a par call until Sept. 13, 2025. Beginning on Sept. 13, 2025, the issuers may redeem the notes at 106.25. There is also an equity clawback provision.
The company intends to use the net proceeds to partially replace the funds recently applied to the redemption of its dollar-denominated 9¼% guaranteed senior notes due 2024.
Mongolian Mining is an Ulaanbaatar, Mongolia-based coking coal producer and exporter.
| Issuer: | Mongolian Mining Corp. and Energy Resources LLC
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| Guarantors: | Energy Resources LLC, Mongolian Coal Corp. Ltd., Mongolian Coal Corp. Sarl, Energy Resources Corp. LLC, Tavan Tolgoi Airport LLC, United Power LLC, Ukhaa Khudag Water Supply LLC, Baruun Naran Sarl and Khangad Exploration LLC
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| Amount: | $40 million add on
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| Issue: | Senior notes
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| Maturity: | Sept. 13, 2026
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| Initial purchaser: | Morgan Stanley & Co. International plc
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| Trustee: | Bank of New York Mellon, London Branch
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| Coupon: | 12½%
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| Call features: | At par until Sept. 13, 2025; after that at 106.25
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| Equity clawback: | For up to 35% at 112.5 until Sept. 13, 2025
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| Announcement date: | Dec. 8
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| Distribution: | Regulation S
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| ISIN: | XS2616603770
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| Total issue: | $240 million, including $180 million issued on Sept. 13
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