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METRO MINING LIMITED — AGM Information 2016
Nov 21, 2016
65351_rns_2016-11-21_a20e4c32-d323-4108-8ceb-c25678d20c7a.pdf
AGM Information
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3
Annual General Meeting
Chairman’s Address
&
Chief Executive Officer’s Presentation
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ASX: MMI | ACN 117 763 443 For Further Information: P : +61 (0) 7 3009 8000 | F : +61 (0) 7 3221 4811 | E : [email protected] Contact: Simon Finnis, Chief Executive Officer | Scott Waddell , Company Secretary Electronic copies & more information available at: www.metromining.com.au
Registered Office & Head Office: Lvl 8, 300 Adelaide St, Brisbane | GPO Box 10955, Brisbane Q 4000
This announcement has been prepared for publication in Australia and may not be released or distributed in the USA. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 (as amended) and may not be offered or sold in the United States except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws.
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ASX Announcement | 17 November 2016 | Page 1
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CHAIRMAN’S ADDRESS
I would like to thank all shareholders – large and not-so-large - for their ongoing support during a year that can only be described as “challenging.”
Clearly, shareholders will be keen to hear the latest news on the status of our takeover offer for Gulf Alumina Ltd. I will address that issue once we have reviewed the year that was.
At the last AGM, and throughout the last financial year, we assured shareholders our focus would be on the “main game”. That was and is, of course, developing Bauxite Hills - the company’s flagship project.
As our CEO Simon Finnis details in the Annual Report, work on Bauxite Hills included -- but certainly was not limited to:
-
Announcing an increase to the mining reserve,
-
Signing a non-binding off-take agreement - followed by a vital binding agreement - with Xinfa
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Securing Native Title and Land Owner Agreements
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Submitting the EIS for Government consideration, and
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DFS for 2mtpa operation
Our DFS for an expanded production scenario, which had been put on hold during our bid for Gulf Alumina, will be completed expeditiously.
Our corporate development activities over the last 12 months have also been extensive.
In July 2015 we successfully raised $5.6 million via a Placement and Entitlement Offer.
In July 2016 we secured another strategic cornerstone investor with Greenstone Resources agreeing to invest $9M in our Company for a 19.98% stake. This was at a significant premium to the prevailing share price at the time.
Greenstone coming on board has been very important for Metro. Our development strategy has been ratified and Greenstone’s commitment of follow-on funding of up to US$20Million at the time of project financing, has helped to de-risk the project.
Whilst all of our shareholders are important to us – particularly those who have steadfastly supported us over a long period of time - Greenstone’s demonstrated support for both Bauxite Hills and Metro’s overall development was a significant milestone.
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ASX Announcement |22 November 2016| Page 2
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The execution of a binding off-take agreement with Xinfa, another Metro shareholder, was also of considerable significance, and vital to secure future project financing.
On behalf of the Board, I would like to thank Simon for his stewardship of the company over the past twelve months. I also thank the very close knit Metro team for their ongoing stellar efforts.
Now for an update on Gulf Alumina Ltd
Most of you would be aware that Gulf have an adjoining Bauxite project adjacent to Bauxite Hills.
In December 2015, following an approach from Gulf’s largest shareholder, Metro launched a takeover bid for Gulf.
Whilst the approach from Gulf’s shareholder was fortuitous, we have for some time believed an ideal scenario would be to develop both projects together and establish a very significant independent Cape York bauxite supplier.
The joint development would yield significant economic advantages.
Key considerations were shared infrastructure and joint resources.
Combining the two projects would also either double the mine life or enable higher production rates. The reserve of direct shipping ore would increase from 48 to 96.5 million tonnes.
We could create economies of scale, improve efficiency, streamline regulatory approvals, improve financing capabilities and make the joint project more attractive to customers.
Metro would also benefit from an established Mining Lease over Gulf’s tenements and existing infrastructure, including camp, airstrip, haul roads and a barge loading facility.
Importantly, we saw this as an excellent opportunity to increase shareholder value and potential return.
Following the original bid we gained 22% of Gulf.
Subsequently, in September this year, Metro increased its holding to 39% by also acquiring the shares of Gulf’s second largest shareholder group. This would not have been possible without the continuing financial support of our two largest shareholders- Balanced Property Trust and Greenstone Resources.
Things really started to get “interesting” when, also in September, Moly Mines Ltd made a very conditional takeover bid for Gulf. We quickly countered their bid on 25[th] October with an unconditional offer (other than achieving control) that was recognised as superior by the Gulf Board.
On the 8[th] November Moly responded with an increased offer that was still very conditional.
On the 17[th] November, last Thursday, the Gulf Board announced Moly's offer did not match Metro’s. The Gulf Board unanimously recommended its shareholders accept our offer in the absence of any superior offer made for their shares.
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ASX Announcement |22 November 2016| Page 3
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Gulf board members said they, and their respective associates, intended accepting the Metro offer with respect to their shares at the end of the Metro Offer Period , unless there was a change in circumstances – that is any superior offer. The end of our offer period is December 5.
We will, our course, keep shareholders informed of any further developments.
So, as I said it’s been a challenging year!
I sincerely thank my fellow Board members for their dedication and hard work, over what has been an extraordinary and, as I said “challenging” year. This is represented in the Annual Report where you will see that we had 21 board meetings in the last financial year.
To all our shareholders I say thank you. I again point out that the support of each and every one of you is sincerely appreciated.
In the coming year I am sure you will be rewarded for your patience.
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ASX Announcement |22 November 2016| Page 4
Annual General Meeting
ASX : MMI| 22 November 2016
Capital Structure
Shareholders
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|||
|---|---|
|Share Price (21-Nov-16)|$0.135|
|Shares on Issue|527.2m|
|Market Cap|$71.2m|
|Options|14.2m|
|Cash (30 Sep 2016)|$9.2m|
|Investment in Gulf*|$20.9m|
|Unsecured Debt (31 Oct 2016)|$8.5m|
|Net Cash & Investments|$22.6m|
|Enterprise Value|$49.6m|
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|||||
|---|---|---|---|
|Greenstone|
|19.96%|
|Shares on Issue|527.2m|
|Market Cap|$71.2m|Other|
|41.5%|
|Options|14.2m|
|Balanced|
|Cash (30 Sep 2016)|$9.2m|Property|
|13.7%|
|Investment in Gulf*|$20.9m|
|Unsecured Debt (31 Oct 2016)|$8.5m|Dadi|
|Xinfa|
|Joyday|11.8%|
|Net Cash & Investments|$22.6m|4.3%|
|8.7%|
|Enterprise Value|$49.6m|
|Broker Coverage|
|Board & Management|
|Board|Management|
|Stephen Everett|George Lloyd|Simon Finnis|
|Chairman|Non-Executive Director|Chief Executive Officer|
|Philip Hennessy|Lindsay Ward|Mike O’Brien|Colleen Fish|
|Non-Executive Director|Non-Executive Director|Project Director|Environmental Manager|
|Jijun Liu|Dongping Wang|Scott Waddell|Norman Ting|
|Non-Executive Director|Non-Executive Director|Chief Financial Officer|General Manager, Marketing|
|Mark Sawyer|
|Non-Executive Director|
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- Based on Gulf’s valuation under Metro’s offer of ~$53m and Metro’s 39.3% interest in Gulf
– Key Achievements Past 12 Months
Significant Progress has been Achieved for Shareholders
Project Level Corporate Level 1. DFS for 2Mtpa 1. Takeover for Gulf Launched 2. Native Title & Land Access 2. Strategic 39% Stake in Gulf Secured $8.9 Million Financing with Greenstone at Significant Premium to 3. Transhipment Solution with TSA 3. market 4. PFS for 4Mtpa* 4. Binding Off-take with Xinfa – 7Mt over 4 years 5. EIS Submitted 5. Gulf Board Recommends Metro Offer Positive Engagement with Leading Financiers & other Potential 6. DFS for 4-5Mtpa Well Progressed 6. Off-takers**
ASX : MMI | AGM 22 November 2016
MMI ASX Release 5 November 2015 | *MMI ASX Release 27 January 2016 | *** MMI ASX Release 13 October 2016
Well Advanced and On-Track for First Production in 2018
-
Native Title and Land Access Secured
-
Recruitment of key roles well advanced
-
TSA to Provide and Operate All Tugs and Barges Required for Transhipment
-
US$20M of equity financing support for construction indicated by Greenstone
Robust PFS for 4Mtpa*
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Low capex of ~$40m, 13 year LOM, competitive costs & attractive margins
-
Post tax NPV10 of ~$580m & IRR of +150%
EIS Submitted
-
Strong support from local community and state and federal governments
-
DFS for 4-5Mtpa Well Progressed
-
To be finalised post Gulf offer
-
Product Quality Confirmed by Xinfa Off-
take
- ~50% of planned production for first 4 yrs
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*MMI ASX Release 27 January 2016
ASX : MMI | AGM 22 November 2016
Compelling Logic and Gulf Board Support
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Key Points
-
Gulf’s tenements adjoin and bisect Metro’s
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Gulf has similar reserves & resources to Metro
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Gulf has access to existing infrastructure associated with historic Kaolin mining operation
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Metro is Gulf’s largest shareholder with a 39% interest
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Over $200m of synergies outlined in Gulf’s independent expert report in May 2016
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The Gulf board has recommended that Gulf shareholders accept Metro’s offer
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$0.60 cash per Gulf share; or
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$0.50 cash & 1 Metro share per Gulf share
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Metro’s offer fully funded via a bridge facility with Greenstone
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Offer scheduled to close 5 December 2016
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Metro to focus on expanding and optimising combined project development post acquisition
Strongly Growing Chinese Seaborne Market for Imported Bauxite Supports Metro’s Strategy
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China Bauxite Demand (by 2015 Capacity Mtpa)
Inner Mongolia
Shanxi
Shandong
Henan
Predominantly Imported Bauxite
Chongqing Predominantly Domestic Bauxite
Guizhou
Yunnan
Guangxi
54.5
46.4
Total 2015 Chinese Bauxite Demand of 153Mt with 56Mt Imported
26.2
17.0
3.0 2.1 2.3 1.5
Shandong Shanxi Henan Guizhou Guangxi Chonquing Yunnan Inner
97% of Mongolia
Chinese
Bauxite
Imports
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China Bauxite Imports (Mt)
~7% CAGR for next 15 years 147
113
68
56
25
3
2005 2010 2015 2020 2025 2030
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Source: CM Group
ASX : MMI | AGM 22 November 2016
Metro’s Share Price Still Provides Significant Upside
Near Term Share Price Targets:
Metro Share Price & Key Events - LTM
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$0.20 $0.28 $0.20
Gulf board
Gulf stake
recommends
$0.16 Strategic financing with increased to 39% Metro’s new
Greenstone
offer
Native title and ($8.9m at at $0.085/share)
land access
$0.12 Takeover PFS 22% stake in
offer for Gulf (4Mtpa) Gulf secured
$0.08 Binding
off-take
with Xinfa
$0.04 DFS
EIS Submitted
(2Mtpa)
Transhipment
solution with TSA
$0.00
Nov-15 Dec-15 Jan-16 Feb-16 Mar-16 Apr-16 May-16 Jun-16 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16
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ASX : MMI | AGM 22 November 2016
Metro’s Development Strategy to be Finalised Post Gulf Offer with Production Targeted for Early 2018, Irrespective of Gulf Offer Outcome
| 2016 Q4 |
2016 Q4 |
2017 | 2017 | 2017 | 2017 | 2018 | 2018 |
|---|---|---|---|---|---|---|---|
| Q1 | Q2 | Q3 | Q4 | Q1 | Q2 | ||
| Close of Gulf Offer | |||||||
| DFS | |||||||
| EIS Permitting | |||||||
| Mining Lease Grant | |||||||
| Mine Construction | |||||||
| Mine Production |
Metro Remains Focused on Becoming a Near Term Bauxite Producer and Delivering Significant Value for Shareholders
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KEY CONTACT DETAILS
Simon Finnis
Chief Executive Officer Metro Mining Limited Email: [email protected] Tel: +61 7 3009 8005 Mob: +61 418 695 138
REGISTERED OFFICE AND HEAD OFFICE
Level 8, 300 Adelaide St, Brisbane Q 4000 PO Box 10955, Adelaide St, Brisbane Q 4000 Tel: +61 (0) 3009 8000 | F: +61 (0) 7 3221 4811 Email: [email protected] Website: www.metromining.com.au
ASX : MMI | AGM 22 November 2016
Disclaimer
Statements and material contained in this Presentation, particularly those regarding possible or assumed future performance, production levels or rates, commodity prices, resources or potential growth of Metro Mining Limited, industry growth or other trend projections are, or may be, forward looking statements. Such statements relate to future events and expectations and, as such, involve known and unknown risks and uncertainties. Graphs used in the presentation (including data used in the graphs) are sourced from third parties and Metro Mining has not independently verified the information. Metro Mining is at an early development stage and while it does not currently have a operating bauxite mine it is taking early and preliminary steps (such as but not limited to Prefeasibility studies etc.) that are intended to ultimately result in the building and construction of an operating mine at its project areas. Although reasonable care has been taken to ensure that the facts stated in this Presentation are accurate and or that the opinions expressed are fair and reasonable, no reliance can be placed for any purpose whatsoever on the information contained in this document or on its completeness. Actual results and developments may differ materially from those expressed or implied by these forward looking statements depending on a variety of factors. Nothing in this Presentation should be construed as either an offer to sell or a solicitation of an offer to buy or sell shares in any jurisdiction.
Competent Person Statement
The information in this report that relates to Exploration Results is based on information compiled by Neil McLean who is a consultant to Metro Mining and a Fellow of the Australian Institute of Mining and Metallurgy (F.Ausimm).Mr McLean has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr McLean consents to the inclusion in the report of the matters based on information in the form and context in which it appears.
ASX : MMI | AGM 22 November 2016