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Kathleen Quirk, the president and chief financial officer of US copper producer Freeport-McMoRan, stresses teamwork and the strength of her colleagues in discussing her career with Andrea Hotter

It was obvious from an early age that Kathleen Quirk had a business mind. The future president and chief financial officer of US copper producer Freeport-McMoRan demonstrated an entrepreneurial approach as a child, as her family still jokes, when she sold lemonade and candy from a stall she set up in front of their home. “My family teases me that I used to have sales from a stand in their yard. My dad’s favorite story is I would walk down to the drugstore where he had a house account to load up on things to sell, bring them home, set up my stand and sell them,” she told Metal Market Magazine. “It was all 100% profit for me!” she laughed. Quirk was born in Oklahoma but spent her childhood in New Orleans. Her father was an engineer for oil and gas company Conoco, and the family moved around when Quirk was younger. “Several of my siblings were born in different places but my parents, originally from New Orleans, moved back when I was around two years old, and I grew up there,” she said. She was the fourth of six children, comprising five daughters and a son. Quirk was the youngest for some time until her sisters, 11 and 15 years younger respectively, were born. It was, she says, a happy childhood. “We have a close family still today, with lots of the children having grown up in the same house. I was the youngest for so long I developed a thick skin from all the teasing,” she added. Quirk attended Catholic schools throughout elementary and high school, where she was very active in team sports, including swimming, softball, volleyball and basketball. “I really feel it helped me in growing and in my career in terms of working with people in a team. I wasn’t the best athlete on the team, but I really enjoyed the teamwork and interaction,” she said. “I learned about compassion for others from my mother. This has carried through in my life and during my career,” she added. She was also involved in student council activities throughout school, which taught her leadership skills. It is clear that Quirk, a gregarious and outgoing student, enjoyed having fun. “I was a good student, not the best. I enjoyed the full program of activities at school, not just academics, but everything it had to offer,” she added. When the time for university came, her father – then the chief executive officer of an engineering firm in New Orleans – gave her some advice: pursue accounting. “He was an engineer, which I never considered as a career. My dad encouraged me to look at accounting; he felt it would provide a good base level of education that would allow me to do other things beyond accounting,” she recalled. “I said, ‘I don’t think I really want to be an accountant my whole life,’ but he encouraged me to do it because there was always a job opportunity for an accountant. He wanted to make sure that whatever I graduated in, there would be an employment opportunity afterwards,” she said. She attended Louisiana State University (LSU), about an hour away from New Orleans in Baton Rouge, the flagship college in the state. It was a much larger educational venue than she was used to – her high school graduating class was just 93 students – and brought her into contact with people from all over Louisiana as well as the country. “I loved LSU. I had several friends from New Orleans but one of the neat things was I made a lot of new friends that are lifelong to this day,” Quirk noted. Many of those friends were members of her Delta, Delta, Delta sorority, which was, she said, not just a social experience but a development opportunity in leadership. “I got involved in the organization and leadership of the sorority and really learned about working with people, challenges and budgets,” she said. With limited fellow accounting students in her sorority, Quirk also established strong friendships with others in the accounting program with whom she studied several times a week. “They were incredible in terms of their knowledge of accounting; it was really good discipline for me and really helped,” she added. Mobil Oil When her graduation came around, Quirk started to think about her future career – and was not sure which path to take. Half of her core group of 20 or so friends decided to move to Atlanta, Georgia; the other half, including Quirk, upped sticks and moved to Dallas, Texas. She did not have a job, but there were numerous local opportunities, particularly in the oil and gas sector. After interviewing with Mobil Oil, she started working in the tax department at the company’s Dallas accounting center, located in a downtown high-rise. It was 1985, the year before a surplus of crude oil caused by falling demand sent oil prices from $27 a barrel to below $10. “I can recall being a little bit shell-shocked at Mobil because it was very structured. None of my friends worked in that environment,” she recalled. “We had two coffee breaks a day, in the morning and afternoon. Someone would push a coffee cart to the elevator lobby, and they’d ring a cowbell,” she said. “People could be on a call with someone, but it didn’t matter – the bell would ring, and they would say, ‘oh it’s break, I’ll call you back!’” she laughed. It was interesting work; Quirk got exposure to the natural resources industry, particularly Mobil’s international projects. But after a few years, and missing New Orleans, she began to look for a role in a corporate headquarters, with the intention of better understanding a company’s overall strategy. She started to put feelers out to see if there was a job in New Orleans, which did not have many large corporations headquartered there at the time. But it did have one: Freeport, which had deep roots with the local community, and was “flying high” at the time, Quirk said. After trying for a while to get her foot in the door, Quirk was offered a role in Freeport’s tax department. Freeport It was 1989, the year after Freeport-McMoRan – a mining company with its roots in sulfur and with significant oil and gas operations in the US – had discovered the Grasberg copper and gold deposit in Indonesia, a game-changing asset for the company and soon to be one of the industry’s greatest mines. The company could not have been more different from Mobil, with a very entrepreneurial style that she instantly enjoyed, Quirk said. The role was demanding, but fun, and an active time for the company, which owned a number of publicly traded companies, including sulfur, fertilizers, gold, and oil and gas, as well as a publicly listed holding company. It also had two master limited partnerships, which Quirk said were popular in the 1980s and required a lot of administration, which meant working closely with the investor relations group. By contrast, the mining business was relatively small, as Grasberg had just been discovered, and included a small gold property in Nevada. Coincidentally, in the same year current chairman and CEO Richard Adkerson joined Freeport, along with Chip Goodyear, the future head of BHP Billiton. “Richard and Chip initially didn’t have specific well-defined roles, but they were creating a lot of energy and velocity in restructuring the company. I thought at the time I needed to try to get into their group,” Quirk recalled. There was an opening in investor relations, dealing with its interface with the tax department; Quirk moved into the role and ran the group. It was here that her interest in the institutional aspect of the business blossomed, she said. From there, she had an opportunity to move into finance and business development for Freeport’s fertilizer business, run by Goodyear; Adkerson was in charge of oil and gas, plus the development of Grasberg. Their team worked together, with plenty of interaction. Richard and Chip were true partners and close personal friends, she said. It was a dynamic environment. “I worked directly for Chip for several years. I’ve been so fortunate to have worked with people who are so good at what they do. I was a sponge, learning as much as I could from these great people,” Quirk told Metal Market Magazine. It was a young group that worked hard but had fun too, Quirk said. “It wasn’t uncommon in the middle of the day for the group to decide to start playing football in the hall, or there would be a contest of who would roll the tennis ball to land in someone’s corner office,” she smiled. The role was also wide-ranging, including financial analysis, modeling, and the evaluation of projects, investments, innovative financings and mergers and acquisitions. It was her favorite role to that point. Then in 1992, Goodyear became Chief Development Officer of Freeport while Adkerson became its CFO. The mining business was developing the Gresik smelter in Indonesia, an “enormous negotiation,” as well as forming strategic partnerships to raise capital to fund Grasberg. Rio Tinto made an investment and became a partner in Grasberg in 1995. In the mid-1990s, Freeport spun-off its copper business as well as its oil and gas unit, leaving the agricultural minerals business with the parent. Adkerson moved with the former, and Goodyear became CFO of the latter, which was ultimately merged into what is now Mosaic in a transaction that Quirk worked on. After Goodyear’s departure from Freeport, Quirk moved into the Treasury group and started working more closely with Adkerson in a partnership that flourished. By the time she became Treasurer in 2000, Freeport’s focus was on mining at Grasberg, with a small oil and gas company. The late 1990s was a tumultuous time for Indonesia, with the three-decades-long President Suharto having stepped down a couple of years earlier and the contagion of the Asian financial crisis had spread, she recalled. At their low, copper prices dropped close to 60 cents per pound. “Raising capital for Indonesia isn’t like it is today, it was much more challenging – nobody argued that we did not have a great asset in Grasberg, but the associated political risk associated didn’t make capital raising easy,” she said. “Suharto stepped down, Indonesia’s credit rating dropped below investment grade, and the rating agencies adopted a policy that even though we had strong cash flows, our rating couldn’t be higher than the sovereign rating,” she added. Thus stuck with a very low credit rating despite strong financial metrics, Freeport’s stock was trading at a discount. It led to some challenging negotiations with its financing banks, Quirk said. “We had a bank credit facility that was maturing in 2002, but it wasn’t like the current facility where we have an enormous facility that we don’t have borrowings under. It was a facility we used, and Richard and I had to renegotiate with 30 or more banks to get an extension to it, and also to negotiate covenants,” she noted. Quirk said those challenging experiences taught her some important lessons, including finding common ground with other stakeholders. “What gave us comfort when negotiating was that we might have ups and downs, but we had good, long-term assets, and we always had the ability to pay off debt, even if not all at once,” she added. Phelps Dodge deal It was a difficult couple of years, but by 2003, things started to improve, particularly as China emerged as a major developing economy. Copper prices started to move higher, gaining over 30 cents per lb through the year. At year-end, Adkerson became CEO and Quirk stepped into the CFO role. The two of them started thinking strategically about the future of the company. “We’d been through the bank facility issues and we were starting to see the green shoots of the China growth story. We thought during that time that one of the larger miners would buy us, given the Grasberg asset and the simplified company structure, which had been cleaned up,” she told Metal Market Magazine. The natural bidder seemed to be Rio Tinto, a shareholder in Freeport. But Rio Tinto made a strategic decision to sell its shareholding in Freeport, which it had acquired in the mid-1990s. Freeport raised money in an innovative financing to buy back the stock owned by Rio Tinto in 2004; Rio Tinto maintained its joint venture in Grasberg. “There were many times Rio Tinto could have acquired Freeport at very low prices, but it didn’t. So, at that point we decided to buy the shares owned by Rio Tinto, and I’m glad we did,” Quirk said. Adkerson and Quirk thought the future of Freeport still seemed to lie in a sale. “We still thought someone would come and buy Freeport. There was always talk about one of the larger diversified miners, as we felt Grasberg would be valued more highly in a diversified portfolio,” Quirk added. Grasberg’s value was roughly two-thirds copper, and the rest was gold, so it didn’t naturally fit with other mining or pure gold companies. Freeport actively considered splitting the copper and gold business, Quirk recalled, and had some advanced conversations with various companies, including US copper producer Phelps Dodge, to contractually split the cash-flow streams. “We considered a number of things, but nothing panned out, so we started thinking strategically about Freeport as a continuing standalone company,” she said. In an ironic twist of fate, Phelps Dodge came under pressure from its largest shareholder, an activist hedge fund investor, Atticus Capital. Phelps Dodge’s response – a complex three-way transaction in which it would acquire Inco and Falconbridge – failed, with Vale and Xstrata, respectively, pre-empting those deals. Atticus started pushing hard for a Phelps Dodge sale. While this coincided with a decision by Freeport to focus on copper, neither Quirk nor the Freeport team were expecting what happened next, she said. “Phelps Dodge faced the activist challenge. Nobody called Freeport to see if we’d be interested in a deal; nobody thought Freeport could do it,” she added, recalling that Phelps Dodge was an industry major at the time and substantially larger than up-start Freeport. That is, until Freeport’s bankers, JP Morgan and Merrill Lynch, separately approached Freeport and proposed the acquisition of Phelps Dodge. “The banks that just a couple of years earlier had their workout people negotiating our credit facility, were now saying they could provide us an $18 billion commitment to buy Phelps Dodge,” she said. After getting the green light from the company’s board, Adkerson started having conversations about an acquisition with Phelps Dodge CEO Steve Whistler, who he had developed a positive relationship with over the preceding 10 years. It was the largest deal ever done in mining at that point and one that Quirk said transformed Freeport into a more globally diversified company. Freeport’s credit rating was also upgraded, despite the debt. From the outset, there was a focus on integrating the very different corporate cultures of the two companies. Operationally, the companies had the same focus on safety and operational efficiencies. But the corporate offices were very different, Quirk said, which was something she and Adkerson recognized needed to be fixed. “You read so much about how M&A can destroy value when the cultures aren’t cohesive,” she noted. “We thought a lot about how we could mold the two company cultures together in a way that brought out the best in both organizations and so people would learn from each other. We wanted to bring across Freeport’s non-bureaucratic, team approach to management,” she added. Ultimately, the cultures came together “extraordinarily well,” Quirk said, to the extent that she does not think of people as having come from Phelps Dodge because the group is now so unified. After the euphoria of the Phelps Dodge transaction, Freeport set about paying down debt. With the commodities bull market well under way, high copper prices helped; having initially planned to pay off $10 billion of debt in four years, it did so in nine months. It also planned expansions at Cerro Verde in Peru, Morenci in the United States and Tenke Fungurume in the Democratic Republic of Congo. “We wanted to have a more aggressive approach around developing the assets and felt there was a lot of opportunity within the expanded portfolio that had not been pursued,” Quirk said. And then along came the global financial crisis of 2008. Copper prices collapsed, plunging from $4 per lb to $1.20 per lb by the end of the year. Quirk said that looking back, it was a really timely test of the organization. “We had to make really hard decisions and develop business plans allowing us to cut costs and capital that all the teams would embrace. We’ve had to do it on a couple more occasions since then, and while they have been a little different each time, the theme is the same in that people came together, rolled up their sleeves and figured out what to do,” Quirk added. The company worked to cut costs, improve productivity, and reduce output, operating its mines in the United States and South America at break-even and using the cash flows from Indonesia to fund debt servicing and its corporate overhead. By 2011 Freeport was debt free, copper prices were at record highs, and the company’s share price was riding high. But things changed when Freeport started to run into contract issues in Indonesia and an ill-fated investment in oil and gas the following year, which created significant debt. Challenging times In a move that surprised investors, at the end of 2012 Freeport acquired Houston-based Plains Exploration & Production Company, as well as McMoRan Exploration Company, for $20 billion. The acquisition, driven by the board at the time and not by management, was designed to create diversification in the group’s portfolio. Quirk said that unlike the merger with Phelps Dodge, the cultural integration of the oil and gas team was “really tough,” with the new business operating under different rules to the mining division. Things took a turn for the worse when the price of oil, followed by copper, collapsed beginning in 2014. A restructuring was under way when activist shareholder Carl Icahn took an 8.5% stake in Freeport, accelerating changes at the board level which opened the path for Freeport’s mining group to again take control of the situation. “It was tough – not a fun period. We had to really make some hard decisions,” she said. That included the sale of Tenke Fungurume to China Molybdenum and the sale of an incremental interest in its North American flagship mine, Morenci, which Freeport would not have done otherwise, Quirk added. The oil and gas deal also coincided with the beginnings of a bumpy ride in the company’s negotiations with Indonesia, which had established a new mining law in 2009 and commenced an effort to apply it to Freeport in 2011. Initially, the company was told its contract with the government of Indonesia was unchanged, but then, Quirk said, the government’s position changed. “We didn’t have clarity – we always felt that the mining law changes would not apply, as we had a contract with the government that had the force of law, but that became uncertain,” she recalled, adding: “Then Indonesia started restricting exports. That was a major challenge.” Negotiations led by Adkerson continued over the next several years, with a resolution coming tantalizingly close on several occasions. It was, Quirk said, a question of trying to find common ground. She began her personal direct engagement in the Jakarta negotiations in 2017, working with Adkerson in meetings with senior government ministers. “What I’ve learned in my career at Freeport is that finding common ground with whomever you’re dealing with is very important. We needed to defend our rights and contract but listening and thinking about the long-term was also important. Everybody needed to come to the table and figure it out,” she said. That included Rio Tinto, which still owned a 40% joint venture stake in Grasberg. The diversified miner proved to be a lynchpin in resolving the protracted situation when it announced its desire to sell its interest. “Rio Tinto was always very supportive, but once it decided to be a willing seller, it opened up the whole opportunity for us,” Quirk said. “We immediately started working cooperatively to get Rio Tinto and the state-owned company in Indonesia – which took a very professional approach to the transaction – to reach agreement,” she added. Freeport had already agreed to meet the government’s aspirations to own a 51% stake in Grasberg and said that it would build a smelter the government wanted; in return the company would be granted an extension of its operations through 2041 with legal and fiscal certainty, with any divestments to be at fair market value, and with Freeport continuing to manage the operations. The icing on the cake was Rio Tinto’s stake sale, which meant Freeport would sell a far smaller stake than initially envisaged. “It’s sort of a blur, with all hands on deck 24-7, but we finally came to a framework understanding in 2017, reached terms on the divestment in September 2018 and completed the deal by the end of December,” Quirk said. “We had said to Indonesian President Joko Widodo and the other parties, ‘let’s find a win-win,’ and that meant each party would not get everything they wanted. Each had to give up a bit and be uncomfortable a bit. The bigger picture was that it set up a structure where everybody can win in the future,” she added. The negotiations gave Quirk an opportunity to spend more time in the Indonesian capital, Jakarta, as well as at the Grasberg site on the island of New Guinea, where she said the team is more like a family than colleagues. “Grasberg is like nothing else in the world – it’s such a gratifying experience to be there and see it,” she said. It had already started to transition to underground from open pit, part of a long-term plan dating back to the 1990s and investments beginning in 2003. The project now is producing significant copper and gold. “By 2018, we’d already invested billions of dollars in Grasberg. Richard always says, making the multi-year investment to develop the underground before settling the contract issue was the biggest risk he has undertaken as CEO. If we hadn’t gotten the right structure with the government, the consequences would have been negative for all stakeholders,” she said. “But it’s all worked out really well; it’s a great asset for Freeport, the Indonesian government, the workers, the communities and the industry too,” Quirk added. Highs and lows Securing the Indonesian agreement was, Quirk said, one of her career highs to date. “If you had seen the exhausted Freeport team on the way home to the United States after we signed the deal with the Indonesian government in December 2018, right before Christmas... It was a really jubilant time,” she laughed. Other highs include the Phelps Dodge transaction, and now rebuilding the company to its current position. “We have an exciting effort around culture, innovation, artificial intelligence, embracing an agile way of working across the organization in a cross-functional, interactive way, and challenging the status quo. We talk about aiming high and so right now, the energy around what we’re doing as a company is great,” she added. Admitting she enjoys a challenge because “everyone gets in, rolls up their sleeves and it’s fun to solve problems,” Quirk said the oil and gas situation was more difficult because all the stakeholders were not aligned, making it a low point in her career. She said the hardest times, however, have come around staff fatalities or serious worker accidents. “We spend so much time and investment trying to protect people and to have fatalities really gives you a lot of soul searching. These incidents are really hard on everybody,” she added. Quirk is, she said, typically restrained when situations seem to be going well. Now is one of those times: copper prices have been soaring, supply-demand fundamentals point to a continued bullish outlook, plus the company and its operations are operating efficiently across the board, she said. “I’m always the cautious one thinking, ‘When things are like this, what is going to go wrong?’ So maybe I don’t enjoy the good times as much as I should, but right now, things are really good,” she said. Sustainability Mining companies are coming under increasing pressure to provide details about how they plan to meet the goals of the Paris Agreement on climate change, adopted in 2015. This includes a commitment by governments to reduce greenhouse gas (GHG) emissions to net zero by 2050, and a push to produce more sustainably. To Quirk, sustainability is something Freeport has been doing at all its locations for many years. “In mining, if you aren’t producing responsibly and sustainably, you don’t have a business. There are always improvements made along the way but the focus on communities, on environmental management, on safety practices, has always been there,” she said. “Now we have to be more transparent about it and disclose things in different ways,” she added. But Quirk said the heightened attention on climate is new. “Over the years, we’ve constantly had initiatives under way to reduce energy costs. From my perspective, it was less about climate and more about, can we be more efficient, develop projects that generate a rate of return, and, by the way, improve the climate,” she told Metal Market Magazine. “Now it’s more driven by climate, and we must find economic solutions to achieving the goals of carbon reduction,” she added. For its part, Freeport has a goal of net-zero Scope 1 and 2 GHG emissions by 2050 or sooner in line with the goals of the Paris Agreement. Copper benefits from having limited Scope 3 emissions. Copper is key to decarbonization, Quirk noted, given its use in electric vehicles and their charging stations, along with renewable energy. But according to Quirk, the flipside to the drive to decarbonize is that copper supply growth will become more difficult to achieve. “If you’re having to bring down your footprint, the question arises of how you think about growing at the same time. The resources required for climate issues are significant – there’s going to be significant cost,” she said. “Those expenditures take away from what is available to build for growth. That’s a challenge, and one I know we’ll figure out how to navigate,” she added. This could even mean that climate targets become harder to achieve because mining companies cannot produce the copper needed for renewables or electrification, she said. “It begs the question of whether the regulatory framework is set up appropriately to incentivize production, or at least not disincentivize production through all the permitting that is required,” Quirk noted. At the same time, the mining industry needs to work harder to ensure it meets all ESG standards and demonstrates its reputation as being a critical component for the energy transition, she added. Mentors and mining Quirk has had several mentors throughout her career, including senior executives like Goodyear, former Freeport Chairman Jim Bob Moffett, as well as Adkerson, whose leadership style, energy, commitment to team and partnership, and an incredible ability to manage stress and solve complex issues have been critical in her development, she said. At the same time, she has learned much from colleagues in the teams she has worked alongside over the years, including now. “I learn not just from people I worked for, but also from the people I work with. Everybody is really talented – I really try to listen to what people have to say, because it’s really hard to make decisions unless you put yourself in other people’s shoes,” Quirk said. “I’m probably biased, but I believe the culture we have at Freeport and the way people respect each other, work together for the common good of each other, families, stakeholders, is really gratifying,” she noted. Quirk noted that after being driven by the technical side for so long, non-technical skills have become critical in the mining sector. But attracting young blood to mining can be difficult because prior perceptions are slow to change, she said. “When I was growing up, I don’t think I even knew what mining was. I don’t think people have the appreciation for the types of disciplines that add value in our industry – it’s such a broad-ranging sector,” she said. “We need to do a better job to educate people, so they don’t think they need to get into a large haulage truck to do their job at Freeport. That’s an important part of what we do, of course, but we have a lot of different roles that cover a whole gambit of opportunities, so education around that is going to give us a broader pool of people,” she added. For Quirk, this includes creating a more inclusive industry, she said, adding: “Having an inclusive environment where people have a voice and can contribute, to me that goes a long way.” While Adkerson – now chairman and CEO – has said he has no plans to retire, Quirk’s name inevitably arises in discussions among industry participants of who might one day take his place. “That will be something the board decides. I’m really very happy – I love the company and my role, so I don’t worry about what’s next,” she said. “I am personally focused on doing a really good job. Our board will have the opportunity to consider succession at the right time – Richard is very engaged and enthusiastic about the prospects for our company. We complement each other and enjoy working together,” she told Metal Market Magazine. “But we know one day there will be management progression and succession, that’s normal, and we are prepared for it. Richard has done a great job in building a world-class and sustainable board of directors for our company’s future,” she added. Hobbies & interests Quirk was one of 25 or so people that made the initial move to Phoenix, Arizona, when Freeport acquired Phelps Dodge. It was a step change from New Orleans, and a relatively unknown state to her at that time. “It was an adjustment! But I was so excited about the opportunity and the transaction, that I didn’t really dwell on the move. I stayed in a hotel for a while because we were so busy, I didn’t have time to look for places to live,” she said. “I found one, and now I love Phoenix and the outdoor opportunities we have here. The summers are difficult due to the heat, but October through spring is beautiful weather. I live in an area with lots of exercise opportunities, and when I can I go biking and walking.” She laughed that she is not a golfer even though she lives right beside a golf course! With her parents and siblings still living in New Orleans, Quirk visits as much as possible, although far less recently due to the Covid-19 pandemic. “I didn’t realize how much fun New Orleans was until I got older and started going to other places! It’s a unique city, a wonderful place with a rich culture – very community and family oriented. It’s hard to get people who grew up in New Orleans to leave,” she said. “I love going back there – I’m close to my family and have multiple nieces and nephews there too. I love being around family and friends every opportunity I get. And I love the copper business, and its people,” she added. Her roots in New Orleans make her an avid music lover, especially when it’s live. “Our holiday parties always include music with karaoke opportunities – I’m the instigator, not the performer, so I try to get people up on stage and have a lot of fun with it!” she smiled. The pandemic has meant coming up with a different kind of holiday party. Freeport arranged a drive-in where people parked cars and listened to a ‘yacht rock band’ – “old songs from my college days,” she said. “We have a lot of fun together – I love the people I work with. We have enough challenges, so we try to keep a sense of humor and laugh about ourselves and the habits we have,” she added.

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