Boral announces final tender results and expiration of tender offer

NEW YORK and SYDNEY, July 21, 2022 /PRNewswire/ -- Boral Finance Pty Ltd (the "Company"), a wholly-owned subsidiary of Boral Limited (ASX:BLD) ("Boral"), announced today the final tender results and expiration of its previously announced tender offer (the "Tender Offer") to purchase for cash up to US$300,000,000 aggregate principal amount (the "Maximum Tender Amount") of its outstanding 3.750% Guaranteed Senior Notes due 2028 (the "Notes"). The terms and conditions of the Tender Offer were set forth in the Offer to Purchase dated June 22, 2022 (the "Offer to Purchase"). The Tender Offer expired at 11:59 p.m., New York City time, on July 20, 2022 (the "Expiration Time").

Final tender results

During the period following 5:00 p.m., New York City time, on July 6, 2022 (the "Early Tender Time") and through the Expiration Time, according to information provided by Global Bondholder Services Corporation, the depository and information agent for the Tender Offer, the additional aggregate principal amount of the Notes set forth in the table below under "Additional Principal Amount Tendered After the Early Tender Time" had been tendered in the Tender Offer.

Since the aggregate principal amount of Notes tendered as of the Early Tender Time exceeded the Maximum Tender Amount, the tender offer was oversubscribed and the Company accepted for purchase Notes tendered as of Early Tender Time on a prorated basis as described in the section "The Terms of the Tender Offer—Maximum Tender Amount; Priority of Acceptance; Proration" of the Offer to Purchase. Payment for any Notes so accepted was made on July 11, 2022. Because the tender offer was oversubscribed as of the Early Tender Time, holders of Notes who tendered Notes after the Early Tender Time will not have any of their Notes accepted for purchase. Any tendered Notes that are not accepted for purchase have been or will be promptly returned or credited to the holder's account.

Dealer Manager and Depositary and Information Agent

Citigroup Global Markets Inc. served as dealer manager for the Tender Offer, and Global Bondholder Services Corporation served as the depositary and information agent for the Tender Offer. For additional information regarding the terms of the Tender Offer, please contact: Citigroup Global Markets Inc. at (800) 558-3745 (toll‑free) or 001-212-723-6106 (international). Requests for documents and questions regarding the tendering of securities may be directed to Global Bondholder Services Corporation by telephone at (212) 430-3774 (for banks and brokers only), (855) 654‑2015 (toll-free) or 001‑212‑430-3774 (international), by email at [email protected] or at www.gbsc-usa.com/boral/ or to the dealer manager at its telephone numbers.

This press release shall not constitute, or form part of, an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offer was made solely pursuant to the Offer to Purchase and only in such jurisdictions as permitted under applicable law.

Neither the Offer to Purchase nor any disclosure document (as defined in the Australian Corporations Act 2001) in relation to the Notes has been lodged with the Australian Securities and Investments Commission, and in Australia, the Tender Offer was only available to persons to whom an offer or invitation could be made without disclosure under Parts 6D.2 or 7.9 of the Australian Corporations Act.

About Boral

Founded in 1946, Boral is the largest integrated construction materials business in Australia with operations in all states and territories. It produces and supplies concrete, quarry products, asphalt and cement, to build infrastructure, residential and commercial buildings. As at June 30, 2021, Boral's continuing operations spanned 367 operating sites in Australia and employed approximately 9,700 full-time equivalent employees and contractors.

Boral Limited ABN 13 008 421 761 - PO Box 6041, North Ryde NSW 2113 - www.boral.com

SOURCE Boral Finance Pty Ltd

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