SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 2, 2001
FREEPORT-McMoRan COPPER & GOLD INC.
Delaware 1-9916 74-2480931
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation or Number)
organization)
1615 Poydras Street
New Orleans, Louisiana 70112
Registrant's telephone number, including area code: (504) 582-4000
Item 5. Other Events and Regulation FD Disclosure.
On August 2, 2001, Freeport-McMoRan Copper & Gold Inc.
issued the following press release:
NEW ORLEANS, LA, August 2, 2001 - Freeport-McMoRan Copper & Gold
Inc. (NYSE: FCX) announced today it has priced a private offering
of $525 million of convertible senior notes due January 31, 2006.
The convertible notes have an interest rate of 8 1/4 percent per
year and each $1,000 note is convertible into 69.93 shares of
common stock, at the option of the holder, representing a 30
percent premium over the closing price on August 1, 2001 of FCX's
Class B shares on the NYSE. This offering will generate net
proceeds of approximately $506 million, a portion of which will
be used to purchase U.S. government securities to be held in
escrow to pay interest on the bonds for the first 6 semi-annual
interest payments (three years). Net proceeds of the offering
will be used to repay a portion of FCX's borrowings under its
existing bank credit facilities. The closing date for the
offering is scheduled for August 7, 2001.
The notes are being offered only to qualified institutional
buyers in accordance with Rule 144A under the Securities Act of
1933. The notes and the common stock issuable upon conversion of
the notes will not be registered under the Securities Act of 1933
or the securities laws of any other jurisdiction. Unless they
are registered, the notes may be offered and sold only in
transactions that are exempt from registration under the
Securities Act of 1933 or the securities laws of any other
jurisdiction. This press release does not constitute an offer to
sell or the solicitation of an offer to buy the notes.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
FREEPORT-McMoRan COPPER & GOLD INC.
By: \s\ C. Donald Whitmire, Jr.
------------------------------
C. Donald Whitmire, Jr.
Vice President and Controller-
Financial Reporting
(authorized signatory and
Principal Accounting
Officer)
Date: August 2, 2001