A presentation for the Terrapinn LatAm Mining Conference held in Miami in late June 2009

1. M&A in the
Latin American
mining space
Hallgarten & Company
Christopher Ecclestone
June 2009

2. Key Considerations
• Mining boom over last seven years
• Proliferation in quoted names in Toronto, Amex,
AIM & Australia
• Broad pyramid – few large caps, many small &
micro caps
• Almost no debt in 90% of companies
• No debt in explorer group
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3. Industry Structure
• Producers
• Near producers
• Explorers
Managements
• Geologists
• Mine engineers
• Financial architects
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4. The Pressure on Miners
• Falls have been outsized in the mining sector – the
financing crunch combined with a fall in metals
prices
• Most sectors (excepting oil/gas) have not seen
such devastating price collapses
• Sector has its own specialist financiers (Canadian,
Australian and Sth African banks) who have
become more cautious
• Hedge funds had become important takers of
placings
• Hedge funds had also become important physical
players
• Key players went down….
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5. Drivers for M&A
• Some companies have sound projects but lack the
finances to take them the last mile to production
• Some companies already in production have excess
cashflow and are looking for targets in the (near) pre-
production phase where they can make a meaningful
difference in valuations
• Companies have excessive GS&A, even amongst
producers. Mergers offer economies of scale
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6. Mitigating Factors
• Ego, ego, ego
• Revival in metals prices gives some the delusion
that they can survive
• Some managements would rather go for highly
dilutive financings than participate in a less dilutive
merger in which they lose their sinecures
• Ambitious managements are loathe to break with
the “non-aggression” approach favoured by
Canadians
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7. Case study: Capstone/Sherwood
•In September 2008, Capstone, a successful gold/copper/silver
miner In Mexico announced its merger with Sherwood, a near
producer with its main asset in Canada.
•Production of 85 million pounds of copper in 2008, increasing
to 110 million pounds in 2009, with significant by-products of
gold, silver, lead and zinc, as previously disclosed. Low cost
production with forecast total cash costs of under US$1.00 per
pound of payable copper in 2008 and 2009, including all off-site
costs and net of by-product credits,
•Consideration for the acquisition was paid in Capstone shares
on the basis of 1.566 Capstone shares for every Sherwood
share. This necessitated the issue of 84 million new Capstone
shares, slightly more than doubling shares on issue.
•CS.to was around $2.40 per share when the announcement
was made and copper was around $3 per lb. In the next two
months CS plunged to as low as 69 cts. The company has
recently recovered to around the deal price level. PCU, for
instance is now trading around similar levels to that time.
•Silverstone which was majority-owned by Capstone has now
been acquired by Silver Wheaton
•Capstone is now bulked up and cashed up and on the road
looking for targets to acquire
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8. Case Study: CGH/Suramina
• Both companies in the Lundin family’s mining group
• Not currently part of Lundin Mining though
• Canadian Gold Hunter’s main prospect is in Mexico in
Vera Cruz state
• Suramina is primarily assets in Argentina. This company
was created by the spin-off of exploration assets from
Tenke at the time of its takeover by Lundin Mining
• Merger of equals as both parties are equally unadvanced!
• Offer of 0.7541 shares of CGH for each Suramina share
• Both companies had cash of around $6mn each at time
deal was announced
• Creates a pan-Latin mining group (with CGH having a
major prospect also in Canada)
• Talk that the exploration vehicle (Sanu Resources –
SNU.v) in Africa of the Lundin group might also be folded
in the expanded structure
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9. Case Study: Silverstone/Silver
Wheaton
• Silverstone was the separately-quoted silver arm of the Capstone
grouping
• Silverstone owns the rights to three silver streams from low-cost
copper mines: Minto in Canada, Cozamin in Mexico, and Neves
Corvo in Portugal. These three operations will generate 4.5
million ounces of silver equivalent in 2009.
• Silver Wheaton is the silver VPP aggregator that was originally a
spin-off from Wheaton River Mining (now merged into Goldcorp).
Its main revenue comes from four mines, Luismin, Yauliyacu,
Zinkgruvan and Peñasquito. It also owns the rights to some of
the future production of Aleco.
• Shareholders of Silverstone were offered 0.185 shares of Silver
Wheaton for every share held
• The all stock deal was valued at $190 million
• The acquisition increases Silver Wheaton’s total reserves and
resources to 1.4 billion ounces of silver and 405,000 ounces of
gold. The company forecasts sales of 17 million to 19 million
silver equivalent ounces this year,
• Silver Wheaton removes its only rival in the VPP business
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10. Case Study: Minera Andes
• Discovered San Jose gold/silver mine in Argentina
• JVed 51% to Hochschild
• Production started March 2008
• Company owed $17.5mn to Macquarie Bank
• Hochschild made a predatory move
• Announced a cash call of $11.3mn to expand production while
holding back revenue from past production
• Meanwhile Minera had to repay loan to Macquarie Bank around
mid-February
• Hochschild had Andes cornered
• Rob McEwen (founder of Goldcorp) was already a shareholder
(24.3%)
• He offered to subscribe for C$40mn at 33cts per share.
• Hochschild countered with a vague offer to buy 49% of San Jose
or all of Minera Andes for C$0.86
• McEwen upped offer price to C$1 per share and Hochschild
desisted. McEwen nows owns 37.4% of Minera Andes
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11. Case Study: Fresnillo/MAG Silver
• Fresnillo is a major silver producer, spun out of Peñoles in
2008, with a separate listing in London
• MAG Silver is a cashed up silver producer with operations
in Mexico
• They are partners in the Juanicipio joint venture property,
owned MAG (44%) and Fresnillo (56%). Indicated
Resource are 83 million ounces of silver, 210,000 ounces
of gold and 155 million pounds of lead and 269 million
pounds of zinc. The Inferred Resources contain an
additional 106 million ounces of silver, 356,000 ounces of
gold and 301 million pounds of lead and 498 million
pounds of zinc.
• Initial bid in December 2008 was unsolicited and has
become rancorous over valuation issues. Fresnillo offered
$4.54 cash per share of MAG. Fresnillo held already
19.8% of MAG when it launched the bid.The bid valued
the company at around CDN$230mn
• At that time MAG had CDN$55mn in cash on hand
• Bid is still in limbo
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12. Case Study: Capital Gold/Gammon
Gold
• Capital Gold is a small gold producer in Mexico with around 80K
ozs per annum, however low cash cost of around $290 per oz
• Gammon Gold is a sizeable producer with a relatively new mine
that has had many teething problems. Its cash cost was an
amazing $755 per oz. As a result the company was bleeding red
ink in 2008
• Gammon however had a market cap of nearly $1bn while
CapGold was closer to $100mn
• The offer in March 2009 consisted of 0.1028 Gammon Gold
shares for each Capital Gold common share outstanding. At that
time the offer represented a value for each Capital Gold share of
US$0.76 (a premium of 29% to the av. weighted price in the
previous ten days)
• Two big shareholders (who seemed to have been tipped off)
approved the offer while minority shareholders felt like they were
having their company sold out at bargain basement levels.
• Gammon is more of a silver producer than a gold producer.
• Other alternatives had not been adequately explored by the
management. They seemed to go for a deal that suited them
rather than one that was best for all shareholders.
• Gammon’s price sank lowering the value of the deal for CapGold.
• In a mysterious announcement Gammon pulled out of the deal
not citing any reason but the market has its own views on what
took place.
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13. Other Transactions
• Hochschild takeover of Southwestern Resources
• Kinross takeover of Aurelian
• Iamgold takeover of Cambior
• Lundin takeover of Tenke
• Failed bid by HudBay to takeover Lundin Mining
• Fortuna takeover of Continuum Resources
• Three-way merger of Metallica/New Gold/Peak
Gold
• Linear Gold takeover of Central Sun Mining
• Excellon Resources takeover of Silver Eagle
• Inmet takeover of Petaquilla Copper
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14. Precipitating Action
• Trading – this opportunity is now largely past on
the short side
• Precipitating M&A transactions via stake-building
and cajoling of management
• Taking part in restructurings
• Creative financings – NSRs, asset sales, predatory
accumulation of positions from distressed portfolios
• Work with managements to improve investor
perceptions and thereby enhance share prices
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