911±¬ÁÏÍø

Debt investors overview

Credit profile

911±¬ÁÏÍø is a leading international mining group in which 2 companies, 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited are combined in a dual listed companies (DLC) structure. 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited and their respective groups operate together as a single economic enterprise.

Following the approval of the DLC merger, 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited entered into a DLC merger sharing agreement pursuant to which each company agreed:

  • to ensure that the businesses of 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited are managed on a unified basis

  • to ensure that the boards of directors of each company comprise the same individuals

  • to give effect to certain arrangements designed to provide shareholders of each company with a common economic interest in the 911±¬ÁÏÍø Group

In addition, as part of the DLC structure, each company entered into a deed poll guarantee in favour of certain creditors of the other company and the obligations of other persons which are guaranteed by the other company subject to certain limited exceptions.

Credit ratings

The 911±¬ÁÏÍø Group has a contractual relationship with ,  and for the provision of rating information. Management of the Group meets these agencies at least annually and shares with them the Group's latest financial projections and business plan.

Both 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited continue to enjoy investment grade ratings.

The following table shows 911±¬ÁÏÍø's current credit ratings. 

Agency Long term rating & outlook Short term rating
Moody's Investor Services A1 (stable) P-1
Standard & Poor's A (stable) A-1
Fitch Ratings A (stable) F-1

Treasury management and policies

911±¬ÁÏÍø’s policies on financial risk management are defined such that the Group has a capital structure in place to manage the organisation through the commodity cycle and that the Group’s exposures may float with the market.

The Group is exposed to capital, liquidity, credit, commodity price, foreign exchange and interest rate risks.

Derivatives are used as and when required in order to manage the Group’s exposure in accordance with its underlying financial risk management principles.

Statement of Commitment

Financial Markets Standards Board (FMSB) compliance letter
PDF
130 KB
  • Interest rates
  • Foreign exchange
  • Commodities
  • Credit
  • Liquidity and capital
The Group operates a floating rates policy for the management of its economic exposure to interest rates risk. It does not seek to hedge this floating exposure and will re-float any material rates that are fixed. In certain circumstances, however, a higher proportion of fixed-rate funding may be considered appropriate.
911±¬ÁÏÍø’s earnings, cash flows and shareholders’ equity are influenced by a wide variety of currencies due to the geographic diversity of the Group’s sales and the countries in which it operates. The US dollar is the currency in which the majority of the Group’s sales are denominated. Operating costs are influenced by the currencies of those countries where the Group’s mines and processing plants are located and also by those currencies in which the costs of imported equipment and services are determined. Apart from the US dollar, the Australian and Canadian dollars are the most important currencies influencing costs. In any particular year, currency fluctuations may have a significant impact on 911±¬ÁÏÍø’s financial results. 

The Group operates a floating rates policy for the management of its economic exposure to foreign exchange rate risks. It does not seek to hedge this floating exposure and will re-float, where possible, any material rates that are fixed. However, currency protection measures may be deemed appropriate in specific commercial circumstances.

External funds are predominantly raised (or invested) in US dollars (or hedged to US dollars) as this is the dominant currency of the Group.
The Group operates a floating prices policy for the management of its economic exposure to commodity price risk. It does not seek to hedge this floating exposure and will re-float, where possible, any material price that is fixed. Where this is impossible (or sub-optimal) any non-floating price risks are managed within defined market risk tolerances. Derivatives are used as and when required in order to manage the Group’s exposure in accordance with this underlying financial risk management principle.
The Group is exposed to credit risk from its operating activities (primarily from customer receivables) and from its financing activities. Credit risk is managed within defined credit risk frameworks which set the risk appetite, limits, mitigations and monitoring.

Customer credit risk is managed by the Commercial team. Credit limits are established for all customers based on internal or external rating criteria. Shipments to major customers are often covered by letters of credit or other forms of credit insurance.

Credit risk from investments is managed by Treasury in accordance with a Board-approved framework. Investments of surplus funds are made only with approved investment grade (BBB- or above) counterparties who have specific credit limits.
The Group’s overriding objective when managing capital and liquidity is to safeguard the business as a going concern.

Capital is allocated in a consistent and disciplined manner, prioritising sustaining capital expenditure, followed by the ordinary dividend and then an iterative allocation between investing in compelling growth opportunities, maintaining balance sheet strength and delivering further returns to shareholders. Total cash returns to shareholders are expected to be in a range of 40% to 60% of underlying earnings in aggregate throughout the commodity cycle.

Corporate debt

Bond maturity profile

As at December 2025

Debt issuance programmes

911±¬ÁÏÍø makes use of bonds to finance medium-term financing requirements. A debt issuance programme is used to issue debt instruments. Volumes, currencies and maturities of outstanding bonds will depend upon 911±¬ÁÏÍø's financing needs.

  • US shelf

    Issuers

    • 911±¬ÁÏÍø Finance (USA) plc
    • 911±¬ÁÏÍø Finance (USA) Limited
    • 911±¬ÁÏÍø Finance (USA) Inc.

    Guarantors

    Instruments issued by 911±¬ÁÏÍø Finance (USA) plc, 911±¬ÁÏÍø Finance (USA) Limited or 911±¬ÁÏÍø Finance (USA) Inc. will be unconditionally and irrevocably guaranteed by 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited.

    Trustee

    The Bank of New York Mellon

    Issue and paying agent

    The Bank of New York Mellon

  • Euro Medium Term Note Programme

    Financial statements

    2025 Financial Statements
    911±¬ÁÏÍø Finance (USA) plc 2025
    PDF
    1.09 MB
    911±¬ÁÏÍø Finance (USA) Limited 2025
    PDF
    1.2 MB
    911±¬ÁÏÍø Finance (USA) Inc 2025
    PDF
    474 KB
    2025 Annual report
    PDF
    11.58 MB
    911±¬ÁÏÍø 2025 half year results
    PDF
    601 KB
    2024 Financial Statements
    911±¬ÁÏÍø Finance (USA) plc 2024
    PDF
    334 KB
    911±¬ÁÏÍø Finance (USA) Limited 2024
    PDF
    717 KB
    911±¬ÁÏÍø Finance (USA) Inc 2024
    PDF
    392 KB
    Annual Report 2024
    PDF
    16.46 MB
    2023 Financial Statements
    911±¬ÁÏÍø Finance (USA) plc 2023
    PDF
    1.02 MB
    911±¬ÁÏÍø Finance (USA) Limited 2023
    PDF
    11.49 MB
    911±¬ÁÏÍø Finance (USA) Inc 2023
    PDF
    402 KB
    Annual Report 2023
    PDF
    13.04 MB

    Euro Medium Term Note Programme documents

    EMTN Supplemental Prospectus March 2026
    PDF
    426 KB
    EMTN Prospectus 2025
    PDF
    1.2 MB
    EMTN Agency Agreement
    PDF
    673 KB
    EMTN 14th Supplemental Trust Deed
    PDF
    1.27 MB

    Governance

    911±¬ÁÏÍø Finance (USA) Limited Constitution
    PDF
    1.33 MB
    911±¬ÁÏÍø Finance (USA) plc Memorandum and Articles of Association
    PDF
    582 KB
    911±¬ÁÏÍø Finance (USA) Inc By-laws
    PDF
    130 KB
    911±¬ÁÏÍø plc Articles of Association
    PDF
    488 KB
    911±¬ÁÏÍø Limited Constitution
    PDF
    560 KB

    Programme size

    Up to US$10 billion

    Guarantors

    Instruments issued by 911±¬ÁÏÍø Finance (USA) plc, 911±¬ÁÏÍø Finance (USA) Limited or 911±¬ÁÏÍø Finance (USA) Inc. will be unconditionally and irrevocably guaranteed by 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited.

    Arranger

    HSBC

    Dealers

    ANZ 
    BNP PARIBAS 
    CHINA CONSTRUCTION BANK (ASIA) 
    CITIGROUP 
    DEUTSCHE BANK 
    ICBC 
    MIZUHO 
    SANTANDER CORPORATE & INVESTMENT BANKING 
    SOCIÉTÉ GÉNÉRALE CORPORATE & INVESTMENT BANKING
    TD SECURITIES  
    BANK OF CHINA 
    BOFA SECURITIES 
    CIBC CAPITAL MARKETS 
    CRÉDIT AGRICOLE CIB 
    HSBC 
    J.P. MORGAN 
    RBC CAPITAL MARKETS 
    SMBC 
    UBS INVESTMENT BANK

    *Banks which are not in the above dealers group can be “dealer for the day” for a transaction.

    Trustee

    Deutsche Trustee Company Limited

    Issue and paying agent

    Deutsche Bank AG, London Branch

Commercial paper programmes

911±¬ÁÏÍø makes use of unsecured debt to finance short-term financing requirements.

Commercial paper is a short-term unsecured debt security that a company issues in exchange for cash. Outstanding commercial paper volumes will depend upon 911±¬ÁÏÍø's short-term financing needs.

  • US commercial paper

    Program size

    Up to US$4 billion

    Issuers

    • 911±¬ÁÏÍø America Inc
    • 911±¬ÁÏÍø Finance (USA) Inc.
    • 911±¬ÁÏÍø Finance (USA) plc
    • 911±¬ÁÏÍø (Commercial Paper) Limited

    Guarantors

    Instruments issued by 911±¬ÁÏÍø America Inc, 911±¬ÁÏÍø Finance (USA) Inc, and 911±¬ÁÏÍø Finance (USA) plc will be unconditionally and irrevocably guaranteed by 911±¬ÁÏÍø plc.

    Instruments issued by 911±¬ÁÏÍø (Commercial Paper) Limited will be unconditionally and irrevocably guaranteed by 911±¬ÁÏÍø Limited.

    In addition, Instruments are entitled to the benefit of deed poll guarantees entered into by each of 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited pursuant to which each of 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited has guaranteed the relevant contractual obligations of the other company (and the relevant obligations of other persons that are guaranteed by the other company).

    Dealers

    • J.P. Morgan Securities LLC
    • Credit Suisse Securities (USA) LLC
    • Citigroup Global Markets Inc.
    • RBC Capital Markets, LLC

    Issuing and paying agent

    Deutsche Bank Trust Company Americas

Committed bank facilities

On 16 November 2021, 911±¬ÁÏÍø Finance plc and 911±¬ÁÏÍø Finance Limited entered into a US$7.5 billion multi-currency revolving credit facility with a syndicate of banks. The facility is guaranteed by 911±¬ÁÏÍø plc and 911±¬ÁÏÍø Limited. The facility has a five-year term (November 2026) and two, one-year extension options. The facility includes a US$6.2 billion denominated same day access swing-line facility. The funds made available under the facilities may be used for the general corporate purposes of the Group. The new facility replaced the US$7.5 billion dual tranche revolving credit facility dated 15 November 2013, last amended in November 2020.

Outstanding notes - table of issues
  • Debt capital markets

    Issuer

    Coupon %

    Date of Issue

    Maturity

    Ccy

    Amount (m)

    Amount1 (USDm)

    ISIN

    BONDS

    911±¬ÁÏÍø Finance (USA) plc

    4.375%

    11/03/2025

    12/03/2027

    USD

    500

    500

    US76720AAQ94

    911±¬ÁÏÍø Finance (USA) Limited

    7.125%

    27/06/2008

    15/07/2028

    USD

    750

    750

    US767201AD89

    911±¬ÁÏÍø Finance (USA) plc

    4.500%

    11/03/2025

    14/03/2028

    USD

    750

    750

    US76720AAR77

    911±¬ÁÏÍø Finance (USA) plc

    FRN

    11/03/2025

    14/03/2028

    USD

    500

    500

    US76720AAY29

    Alcan Inc

    7.250%

    28/10/1998

    01/11/2028

    USD

    100

    100

    US013716AN50

    911±¬ÁÏÍø Finance plc

    4.000%

    04/12/2012

    11/12/2029

    GBP

    500

    807

    XS0863076930

    911±¬ÁÏÍø Finance (USA) plc

    4.875%

    11/03/2025

    14/03/2030

    USD

    1750

    1750

    US76720AAS50

    Alcan Inc

    7.250%

    23/03/2001

    15/03/2031

    USD

    400

    400

    US013716AQ81

    911±¬ÁÏÍø Finance (USA) plc

    5.000%

    11/03/2025

    14/03/2032

    USD

    1250

    1250

    US76720AAT34

    911±¬ÁÏÍø Finance (USA) plc

    5.000%

    06/03/2023

    09/03/2033

    USD

    650

    650

    US76720AAN63

    Alcan Inc

    6.125%

    08/12/2003

    15/12/2033

    USD

    750

    750

    US013716AU93

    911±¬ÁÏÍø Finance (USA) plc

    5.250%

    11/03/2025

    14/03/2035

    USD

    1750

    1750

    US76720AAU07

    Alcan Inc

    5.750%

    31/05/2005

    01/06/2035

    USD

    300

    300

    US013716AU59

    911±¬ÁÏÍø Finance (USA) Limited

    5.200%

    28/10/2010

    02/11/2040

    USD

    500

    500

    US767201AL06

    911±¬ÁÏÍø Finance (USA) Limited

    5.200%

    17/05/2011

    02/11/2040

    USD

    300

    300

    US767201AL06

    911±¬ÁÏÍø Finance (USA) Limited

    5.200%

    19/09/2011

    02/11/2040

    USD

    350

    350

    US767201AL06

    911±¬ÁÏÍø Finance (USA) plc

    4.750%

    19/03/2011

    22/03/2042

    USD

    500

    500

    US76720AAD81

    911±¬ÁÏÍø Finance (USA) plc

    4.125%

    16/08/2012

    21/08/2042

    USD

    750

    750

    US76720AAG13

    911±¬ÁÏÍø Finance (USA) Limited

    2.750%

    28/10/2021

    02/11/2051

    USD

    1250

    1250

    US767201AT32

    911±¬ÁÏÍø Finance (USA) plc

    5.125%

    06/03/2023

    09/03/2053

    USD

    1100

    1100

    US76720AAP12

    911±¬ÁÏÍø Finance (USA) plc

    5.750%

    11/03/2025

    14/03/2055

    USD

    1750

    1750

    US76720AAV89

    911±¬ÁÏÍø Finance (USA) plc

    5.875%

    11/03/2025

    14/03/2065

    USD

    750

    750

    US76720AAW62

Other debt

911±¬ÁÏÍø Other Debt amounts to $6.2 billion as of 31 December 2025 which is funding at the business unit or asset level. This is largely driven by Oyu Tolgoi which has $3.8 billion in project financing. In addition, there is $0.8 billion of other secured or unsecured debt at the business unit or asset level and a further $1.6 billion of lease liabilities held on balance sheet under IFRS 16.

Borrowings and other financial liabilities

Borrowings at 31 December 2025 US$m
Oyu Tolgoi LLC MIGA Insured Loan SOFR plus 2.65% due 2032 (1) 588
Oyu Tolgoi LLC Commercial Banks "B Loan" SOFR plus 3.4% due 2032 (1) 1,355
Oyu Tolgoi LLC Export Credit Agencies Loan 4.72% due 2033 (1)  244
Oyu Tolgoi LLC Export Credit Agencies Loan SOFR plus 3.65% due 2034 (1)  796
Oyu Tolgoi LLC International Financial Institutions "A Loan" SOFR plus 3.78% due 2035 (1)  772
Other secured loan  39
Other unsecured loans  794
Lease liabilities  1,586
Bank overdrafts  7

1. These borrowings relate to the Oyu Tolgoi LLC project finance facility and the due dates stated represent the final repayment date. The interest rates stated are pre-completion and will increase by 1.2% post-completion, which is expected to happen in 2029 subject to meeting certain conditions.

Debt investors archive

  • Liability management transactions archive

    2021 $1.2 billion cash tender offer and $1.25 billion new issuance

    28 October 2021

    3 November 2021

    4 November 2021

     

    2018 cash tender offers for up to $2.25 billion

    20 March 2018

    28 March 2018

    20 April 2018

    911±¬ÁÏÍø completes $1.94 billion gross debt reduction

     

    2017 cash tender offers for up to $2.5 billion

    22 May 2017

    6 June 2017

    6 June 2017

    23 June 2017

     

    2016 further debt reduction for up to $3 billion of 2017 to 2022 notes

    26 September 2016

    10 October 2016

    11 October 2016

     

    2016 cash tender offers for up to $3 billion of 2018, 2020, 2021 and 2022 notes

    07 June 2016

    13 June 2016

    14 June 2016

    21 June 2016

    21 June 2016

     

    2016 cash tender offers targeting $1.5 billion of 2017 and 2018 notes

    21 April 2016 

    27 April 2016

    28 April 2016

    05 May 2016

    05 May 2016

     

    2010 cash tender offer for $2.5 billion July 2013 bond

    20 October 2010

    28 October 2010

    29 October 2010

  • Debt investors updates archive

    Debt investors updates archive

    Debt investor archive
    Debt Investors Update 2020
    PDF
    2.3 MB
    Debt Investors Update 2019
    PDF
    4.05 MB
    Debt Investors Update 2018
    PDF
    1.43 MB
    Debt Investors Update 2017
    PDF
    2.13 MB

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