#United States #Senior Secured Notes #Houston #Foundry JV Holdco #Intel Corporation

Foundry JV Holdco LLC Successfully Completes Consent Solicitation

On January 17, 2025, Foundry JV Holdco LLC, a Delaware limited liability company, announced its successful completion of the consent solicitation concerning its outstanding senior secured notes. This marks a substantial development for the Company, which sought the consents regarding various maturity dates of its notes, including 5.900% notes due in 2030, 6.150% notes due in 2032, and others leading up to 2038.

The consent solicitation—aimed at amending the indentures governing these notes—saw an impressive turnout, with more than half of the holders across all note series consenting to the proposed amendments. The solicitation officially ended at 5:00 PM New York City time on the announced date. Subsequently, supplemental indentures were executed for each note series, altering the terms outlined in the original indentures to reflect the proposed amendments agreed upon by the majority of the noteholders.

To solidify these changes, Foundry JV Holdco LLC will be making a cash payment of $1.00 per $1,000 principal amount of notes for the consents delivered prior to the expiration time. This fee is scheduled to be disbursed promptly following the satisfaction or waiver of certain conditions outlined in the consent solicitation statement. The associated financial transactions underscore the Company’s commitment to enhancing its operational framework and ensuring greater flexibility in financing arrangements.

The consent solicitation was facilitated by reputable financial institutions, including BNP Paribas Securities Corp. and Wells Fargo Securities, which acted as solicitation agents. D.F. King & Co., Inc. served as the information and tabulation agent, ensuring a streamlined process for all parties involved. For inquiries regarding the terms of the solicitation, stakeholders may contact the solicitation agents directly.

Background and Future Outlook

Foundry JV Holdco LLC is primarily linked with Brookfield Infrastructure Partners L.P. and Intel Corporation through a partnership focused on significant investments in semiconductor manufacturing. Notably, the Company holds a crucial interest in a project involving the expansion at Intel’s Ocotillo campus in Chandler, Arizona. With Intel’s ownership of a 51% interest in Arizona Fab LLC and Foundry JV Holdco’s 49% involvement, the collaboration aims to enhance the manufacturing and production capabilities in the semiconductor sector, particularly through the establishment of advanced fabrication facilities, referred to as Fab 52 and Fab 62.

The current financial maneuver, as highlighted by the consent solicitation's success, is integral to the Company’s ongoing strategy, specifically in fostering financial agreements that will support upcoming projects and operational capacities. By fortifying its financial structure and enhancing shareholder involvement, Foundry JV Holdco aims to navigate through market challenges and seize growth opportunities more effectively.

Forward-Looking Statements

It’s also important to note that statements within the press release may contain forward-looking statements reflecting the Company's future plans and strategies. These statements include predictions about financial conditions, construction timelines, and overall operational objectives. The accuracy of these projections involves risks and uncertainties that may cause actual results to differ significantly from those anticipated. Stakeholders and investors are advised to consider these factors carefully, as they navigate through the evolving landscape of the financial markets and the semiconductor industry.

In conclusion, the completion of this consent solicitation not only marks a pivotal moment for Foundry JV Holdco LLC but also emphasizes the Company's determination to adapt and thrive within a competitive business environment. With key partnerships and strategic financial moves, Foundry is well-positioned to continue contributing to the growing semiconductor manufacturing industry.