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Mmx   announcement v-final_17out
Mmx   announcement v-final_17out
Mmx   announcement v-final_17out
Mmx   announcement v-final_17out
Mmx   announcement v-final_17out
Mmx   announcement v-final_17out
Mmx   announcement v-final_17out
Mmx   announcement v-final_17out
Mmx   announcement v-final_17out
Mmx   announcement v-final_17out
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Mmx announcement v-final_17out

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  • 1. MMX TRANSACTION WITH TRAFIGURA AND MUBADALA October | 2013
  • 2. NOTICE This presentation relating to MMX Mineração e Metálicos S.A. (“MMX”) includes “forward-looking statements”, as that term is defined in the Private Securities Litigation Reform Act of 1995, in Section 27A of the Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934. All statements other than statements of historical facts are statements that could be deemed forward-looking statements and are often characterized by the use of words such as “projects”, “expects”, “anticipates”, “intends”, “plans”, “believes”, “estimates”, “may”, “will”, or “intends”, or by discussions or comments about our objectives, strategy, plans or intentions and results of operations. Forward-looking statements include projections regarding our operating capacity, operating expenditures, capital expenditures and start-up dates. By their nature, these forward-looking statements involve numerous assumptions, uncertainties and opportunities, both general and specific. The risk exists that these statements may not be fulfilled or, even if they are fulfilled, the results or developments described in such statements may not be indicative of results or developments in future periods. We caution participants of this presentation not to place undue reliance on these forward-looking statements as a number of factors could cause future results to differ materially from these statements. Forward-looking statements may be influenced in particular by factors such as the ability to obtain all required regulatory approvals on a timely basis or at all, exploration for mineral resources and reserves, difficulty in converting geological resources into mineral reserves, and changes in economic, political and regulatory conditions. We caution that the foregoing list is not exhaustive. When relying on forward-looking statements to make decisions, investors should carefully consider these factors as well as other uncertainties and events. MMX does not undertake to update our forward-looking statements unless required by law. This presentation is neither an offer to sell (which can only be made pursuant to definitive offering documents) nor a solicitation of an offer to buy any securities in the United States, or any other jurisdiction. The securities referred to herein have not been registered in any jurisdiction, and in particular, will not be registered under the U.S. Securities Act of 1933, as amended, or any applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. This presentation and its contents are proprietary information and may not be reproduced or otherwise disseminated in whole or in part without MMX’s prior written consent. 2
  • 3. SUMMARY OF THE TRANSACTION TRAFIGURA AND MUBADALA (Investors) Capital injection of USD400 million in Sudeste Port Investors to become shareholders of Sudeste Port with a 65% shareholding MMX to keep a minority stake of 35% in Sudeste Port SUDESTE SUPERPORT (PortCo) In addition to the current debt of Sudeste Port (~BRL1.5 billion), Portco will assume practically all bank debt of MMX Sudeste Mineração S.A., which sums up to approximately BRL1.3 billion Sudeste Port will secure MMX a port shipping volume capacity of 7 million tonnes per year, which may be increased up to 13 million tonnes per year until July 2015 − If the port is expanded, the referred volume will be increased proportionally Sudeste Port assumes the obligation to pay the royalties payment on MMXM11 securities, including the take or pay, by issuing PORT11 securities Possible interim funding for PortCo if Trafigura deems it necessary (up to USD50 million, via debt) MMX S.A. Bridge loan to be granted by Trafigura of up to USD100 million MMX shall have an option to acquire an additional stake of up to 7.5% in PortCo, for a final stake of up to 42.5% Note: Debt amount as of June 2013 3
  • 4. BENEFITS OF THE TRANSACTION 1 PROVIDES THE RESOURCES NEEDED TO COMPLETE OF THE SUDESTE PORT; 2 SUDESTE PORT TO BENEFIT FROM THE TRADING KNOW-HOW OF TRAFIGURA; 3 PROVIDES SOLUTION FOR MMX’S DEBT; 4 MMX TO KEEP MINORITY STAKE OF 35% IN THE PORT BENEFITING FROM THE FUTURE CASH FLOW OF SUDESTE PORT; 5 SUDESTE PORT TO SECURE MMX WITH PORT SHIPPING VOLUME OF 7 MILLION TONNES PER 6 MMX WILL HAVE THE OPTION TO INCREASE ITS STAKE IN THE PORT BY 7.5%. YEAR, WITH AN OPTION TO INCREASE IT TO 13 MILLION TONNES PER YEAR; 4
  • 5. PRE-DEAL STRUCTURE MMXM11 94.5% MMX Corumbá Mineração 100% Holders of MMXM11 100% MMX Sudeste Sudeste Superport Mine debt Port debt ~BRL1.3 billion ~BRL1.5 billion Note: Debt amount as of June 2013. This structure does not include all controlled companies of MMX S.A. 5
  • 6. STRUCTURE AS OF CLOSING DATE $ PORT11 Security issued by PortCo and subscribed entirely by MMX S.A. MMXM11 94.5% MMX Corumbá Mineração 100% MMX Sudeste 35% 65% PortCo $ PORT11 SECURITY Port debt Mine debt + USD400mn $ Financial flow dedicated exclusively to payment of royalties 6
  • 7. STRUCTURE AFTER EXCHANGE OFFER TRANSACTION MMXM11 PORT11 FLOW TO HOLDERS OF PORT 11 FLOW TO HOLDERS OF MMXM11 (JOIN EXCHANGE OFFER) (DO NOT JOIN EXCHANGE OFFER) MMXM11 $ Free Float $ EB / Investors 66% Free Float $ $ FIP-IE EB / Investors 34% 100% $ FIP-IE 34% 66% $ PORT11 SECURITY $ PORT11 SECURITY $ PortCo $ PortCo 7
  • 8. EXCHANGE OFFER MMXM11 EXCHANGE OFFER MMX creates an equity investment fund (FIP-IE) to hold 100% of PORT11 securities Voluntary offer to exchange MMXM11 for equivalent in quotas in FIP-IE − MMX will cancel MMXM11 received in exchange for quotas in FIP-IE Those who do not adhere to the offer will continue to hold MMXM11 Meeting of MMXM11 bondholders to adopt a compatible PORT11 indenture: remuneration shall be payable whenever Portco has sufficient gross profits minus (i) CAPEX maintenance, (ii) operating expenses, (iii) service and amortization of the senior debt; and (iv) amounts necessary for debt service reserve account of BNDES in an amount of up to a limited number of months PORT11 BENEFITS OF PORT11 SECURITY The USD5 per tonne (adjusted by PPI since September 2010) as per the MMXM11 indenture is preserved. Take or pay volumes kept at same terms as set on MMMXM11 securities public offering (2013: 13.6Mt, 2014: 31.9Mt, 2015-2016: 36.8Mt, 2017-2033: 27.2Mt) Migration to adequate structure − PORT11 issued by company responsible for port services that generates cash flows for payment of such security − 66% of security holders have already assumed the obligation to migrate (Investors and EB) Listing of shares in FIP-IE − Enables acquisition of a security issued by a closely held company − Greater governance to ensure an adequate return on the security 8
  • 9. INVESTOR RELATIONS MMX Carlos Gonzalez Adriana Marques Tel. CEO and IR Officer Manager + 55 21 2163-6197 + 55 21 2163-4366 E-mail ri@mmx.com.br 9
  • 10. www.mmx.com.br

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