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METRO MINING LIMITED — Capital/Financing Update 2024
Nov 26, 2024
65351_rns_2024-11-26_8c63afbc-141e-4a06-8cef-16e4c4f026ea.pdf
Capital/Financing Update
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Metro Mining Limited ASX Announcement 27 November 2024
Restructure of Nebari Senior Debt and Royalty De-risks Balance Sheet, Lowers Costs and Provides Flexibility
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Binding documents executed by Metro Mining and Nebari Partners LLC (Nebari) to convert Nebari’s private royalty into a Tranche 3 Financing Facility of US$11.5M (A$18M)
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2% reduction in the coupon rate across senior debt tranches 1, 2 and 3 to SOFR +7%
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An additional “Stand-by” Tranche 4 of US$10M (A$15M) at the same rate made available
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Principal amortisation will commence in July 2025 and reach maturity in March 2027
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Minimal establishment fees with no new issue of warrants or options
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This transaction de-risks the balance sheet in the short term, reduces financing costs in 2025 by $4M and avoids shareholder dilution.
Metro Mining Limited (ASX: MMI) ( Metro or the Company ) announces that, after a competitive refinancing process, it has entered into a binding and definitive agreement with Nebari Natural Resources Credit Fund I, LP and Nebari Natural Resources Credit Fund II, LP (collectively, Nebari ), for two additional tranches of financing for up to US$21.5 million (A$33M)[1] .
US$11.5M (~A$18M) is provided to “buy back” the private royalty held by Nebari, which will be converted to senior debt. A US$10 million “Stand-by” facility has also been provided, with a minimum drawdown of US$5M in lieu of a line fee, and the remainder able to be drawn at Metro’s option before the end of December 2025. These 2 new tranches are in addition to the existing, 2 tranche, US$30 million senior debt facility with Nebari, agreed in 2023 ( ASX release: 13 March 2023 - Metro Mining Funds Bauxite Hills Expansion to 7 million tonnes per annum with A$45 million facility from Nebari Partners LLC[2] ).
The coupon on Tranche 1 and 2, and the new tranches 3 and 4, are all priced at a 7% premium to the US Federal Reserve 90-Day Secured Overnight Financing Rate (SOFR, currently 4.98%). This coupon rate is a 2% reduction for original Tranche 1 and 2, and for Tranche 3 a significant reduction versus the default royalty rate of 2.2% payable from April 2025.
A deferral of principal amortisation from March 2025 to July 2025 has also been negotiated, with a new option to defer further. A summary of the facilities is provided in Appendix 1.
Overall, borrowings due and payable in CY2025 have reduced from A$39M to A$23M with interest payments projected to be $9M vs previous interest and royalty payments of $13M[3] .
All junior debt is expected to be paid down before the end of CY2024.
1 Amounts denominated in US Dollars translated at AUD/USD 0.65.
2 https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02642502
- 3 Royalty payments based on the Q3 2024 average FOB revenue of A$44 per wet metric tonne (‘wmt’) and shipments of 7 million wmt.
07 3009 8000 Level 4, 135 Wickham Tce, Brisbane Q 4000 www.metromining.com.au
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ABN 45 117 763 443
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Simon Wensley, CEO & Managing Director of Metro, stated: “I am extremely pleased that after an effective and competitive refinancing process that we have been able to restructure our senior debt and private royalty with Nebari, reflecting Metro’s much reduced corporate risk profile. This substantially de-risks our pathway into 2025 when the full effects of our 7Mtpa expansion will be evident, selling into a very strong bauxite market. The new facilities and terms from Nebari demonstrate their continued flexibility and support of Metro”.
Andre Krol, Managing Partner of Nebari, stated: “Since initially funding Metro’s expansion, management has continued to demonstrate excellent balancing of value and risk in their decision making as they deliver on their plans. Based on Metro’s performance and our experience with it as a borrower, Metro has earned an improved internal credit rating. We are thus extremely pleased to be able to provide a fit for purpose restructure of the senior debt facility and additional facilities.”
ICA Partners and Ashurst acted as financial and legal advisors respectively to Metro in relation to the Financing Facility.
Appendix 1: Restructured Nebari Financing Facility
A summary of the restructured senior-secured Nebari facility is tabled below:
| Tranche 1 | Tranche 2 | Tranche 3 | Tranche 4 Standby |
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| Purpose | Expansion Funding |
Expansion Funding |
Royalty Buy-Out | Standby Facility |
| Lender | Nebari Natural Resources Credit Fund I, LP & Nebari Natural Resources Credit Fund II, LP |
Nebari Natural Resources Credit Fund I, LP & Nebari Natural Resources Credit Fund II, LP |
Nebari Natural Resources Credit Fund II, LP |
Nebari Natural Resources Credit Fund II, LP |
| Principal | US$17.5M | US$17.5M | US$11.5M | Up to US$10M |
| Interest | SOFR + 7% (Reduced from SOFR + 9%) |
SOFR + 7% (Reduced from SOFR + 9%) |
SOFR + 7% | SOFR + 7% |
| Upfront Fees | No restructuring fees |
No restructuring fees |
Original Issue Discount of 2% and Closing Fee of 0.5% |
Original Issue Discount of 4% and Closing Fee of 1% |
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Commencement of principal repayments deferred from March 2025 to July 2025, with 21 equal monthly payments until maturity in March 2027.
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Prepayment in part of full at any time. No attaching royalty, offtake-tied, or production linked instruments.
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Tranche 4 has a minimum draw of US$5M by 16 December 2024, with the remaining US$5M available until 31 December 2025 at MMI’s option.
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This announcement has been approved by the Board of Directors.
ENDS.
For more information contact:
CEO & Managing Director Investor Relations Simon Wensley Peter Taylor [email protected] [email protected] +61 7 3009 8000 +61 (0)412 036231
About Nebari
Nebari is a US-based investment manager specialising in privately offered pooled investment vehicles including Nebari Natural Resources Credit Fund I, LP and Nebari Natural Resources Credit Fund II, LP which are funding the Financing Facility to Metro. The Nebari leadership team has deep experience with leading global mining companies and financial institutions and is known for partnering with motivated and capable management teams focused on achieving clear plan targets.
About Bauxite and Metro Mining
Bauxite is the ore used to make aluminium, a critical and strong growth metal in the energy transition. Metro Mining is an independent bauxite producer and explorer, with its 100% owned Bauxite Hills Mine operating on the Weipa bauxite plateau approximately 95 kilometres north of Weipa, near the coast on the Skardon River. Metro Mining produces a high alumina bauxite, shipping direct to customers in very large ore carriers. Metro Mining recognises and has productive agreements with the Traditional Owners of the land on which it operates and is proud of its high percentage of indigenous employees and the economic impact it has in Cape York and Far North Queensland.
Forward-Looking Statements
This announcement may contain ‘forward looking statements’ concerning the financial conditions, results of operations and business of the Company. All statements other than statements of fact are or may be deemed to be ‘forward looking statements’. Often, but not always, ‘forward looking statements’ can be identified by the use of forward looking words such as ‘may’, ‘will’, ‘expect’, ‘intend’, ‘plan’, ‘estimate’, ‘anticipate’, ‘continue’, ‘outlook’, and ‘guidance’ or other similar words, and may include, without limitation, statements regarding plans, strategies and objectives of management, future or anticipated production or construction commencement date and expected costs, resources and reserves, exploration results or production outputs. Forward looking statements are statements of future expectations that are based on management’s current expectations and assumptions, but known and unknown risks and uncertainties could cause the actual results, performance or events to differ materially from those expressed or implied in these statements. These risks include, but are not limited to, price fluctuations, actual demand, currency fluctuations, drilling and production results, resource and reserve estimates, loss of market, industry competition, environmental risks, physical risks, legislative, fiscal and regulatory developments, economic and financial market conditions in various countries and regions, political risks, project delay or advancement, approvals and cost estimates.
Disclaimer
To the maximum extent permitted by law, Metro and their respective affiliates, related bodies corporate, officers, employees, partners, agents and advisers make no representation or warranty (express or implied) as to the currency, accuracy, fairness, sufficiency or completeness of the information contained in this announcement and expressly disclaim all responsibility
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and liability for any loss or damage arising in respect of any reliance of the accuracy, fairness, sufficiency or completeness of the information contained in this announcement, or any opinions or beliefs contained in this document. The Company is under no obligation to update or keep the information contained in this announcement current, or to correct any inaccuracy or omission which may become apparent, or to furnish any person with any further information.
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