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Teck Resources Ltd
Symbol TCK
Shares Issued 566,889,810
Close 2015-10-06 C$ 7.78
Market Cap C$ 4,410,402,722
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Franco-Nevada to acquire Antamina Ag stream from Teck

2015-10-07 06:55 ET - News Release

See News Release (C-FNV) Franco-Nevada Corp

Mr. David Harquail of Franco-Nevada reports

FRANCO-NEVADA TO ACQUIRE A SILVER STREAM ON THE ANTAMINA MINE FROM TECK FOR US$610 MILLION

Franco-Nevada Corp. has agreed to acquire a silver stream on production from the Antamina mine in Peru from Teck Resources Ltd. Teck owns a 22.5-per-cent interest in Compania Minera Antamina SA (CMA), the Antamina joint venture company, along with partners BHP Billiton PLC (33.75 per cent), Glencore PLC (33.75 per cent) and Mitsubishi Corp. (10.00 per cent).

"Franco-Nevada is pleased to partner with Teck on the Antamina mine to create our first pure silver stream," said David Harquail, president and chief executive officer of Franco-Nevada. "This further strengthens and diversifies our portfolio with a proven, long-life, high-margin asset that will be immediately accretive. This investment provides our shareholders with metal price optionality over multiple cycles, and potential further exploration and expansion upside."

Transaction highlights:

  • A cornerstone investment: Antamina is an established mine that commenced operations in 2001. The mine is owned and operated by some of the largest and best-regarded mining companies in the industry. The partners at Antamina have invested over $6.5-billion (U.S.) to date in constructing and expanding the mine and its infrastructure.
  • A low-cost operation: Antamina is the eighth-largest copper mine in the world and is one of the lowest-cost copper operations globally. The low costs are facilitated by the high-grade reserves and resources, as well as the wholly owned mining infrastructure, including a concentrate pipeline and port facilities.
  • First silver delivery expected in fourth quarter: The effective date for the transaction is July 1, 2015, and Franco-Nevada is expected to receive 900,000 to 1.1 million ounces of silver (12,300 to 15,000 gold-equivalent ounces (GEO)) in the fourth quarter 2015. Annual silver stream contributions are expected to average 2.8 million to 3.2 million ounces going forward (38,200 to 43,600 GEOs), with 2016 and 2017 silver deliveries expected to be above average. Based on current expectations and assuming spot commodity prices, Antamina would increase Franco-Nevada's GEOs and operating cash flow by approximately 13 per cent and 18 per cent, respectively.
  • Antamina mine plan: The mine contains total measured and indicated resources of 1.1 billion tonnes of ore and inferred resources of 1.3 billion tonnes of ore. Within the resource envelope, total reserves are 647 million tonnes of ore, which are currently constrained by tailings disposal capacity. CMA is currently considering options for storing additional tailings and alternative mine plans that could result in significant mine life extensions. Current M&I resources are sufficient to support over 20 years of open-pit mining. Historically, a high level of inferred resources has been converted to M&I resources and ultimately to reserves. With continued conversion and upgrading of resources, the project could support mining for 30 to 40 years.
  • Exploration and expansion potential: Beyond the alternative mine plans currently being studied, there is resource expansion potential at depth which may be amenable to bulk underground mining. Additionally, Franco-Nevada remains exposed to any future throughput expansions as well as regional exploration potential (on existing CMA concessions) without further capital or financing commitments.
  • Deal structured in Canada: All the parties to the agreement will be residents of Canada.

Terms of the agreement:

  • Franco-Nevada will make a one-time $610-million (U.S.) advance payment to Teck upon closing of the transaction. Financing is expected to occur in early-October with first silver delivery to Franco-Nevada in fourth quarter 2015.
  • The stream will be based on all recovered silver from Teck's attributable 22.5-per-cent interest in the Antamina mine, subject to a fixed silver payability of 90 per cent.
  • Silver deliveries are scheduled for the 45th day after each calendar quarter-end based on the previous quarter's concentrate shipments.
  • Franco-Nevada will pay 5 per cent of the spot silver price for each ounce of silver delivered under the stream.
  • The stream will reduce by one-third after 86 million ounces have been delivered under the stream agreement, estimated at current throughput to be approximately 30 years.
  • The stream will be financed by a wholly owned Canadian subsidiary of Franco-Nevada.
  • The obligation to deliver silver will be a joint and several obligation between Teck as well as a single-purpose, debt-free entity holding Teck's direct interest in CMA.
  • Silver deliveries under the stream will be an absolute obligation of the joint sellers and are not contingent on the availability of cash flow from the project.

Antamina

Antamina is a well-established producing copper mine that has been in production since 2001 and is one of the lowest-cost copper mines in the world. The deposit is a polymetallic skarn with associated regional porphyry mineralization. The mine has reserves of 647 million tonnes grading 0.94 per cent copper, 0.98 per cent zinc and 10.7 g/t silver, and M&I resources (inclusive of reserves) of 1,136 million tonnes grading 0.89 per cent copper, 0.82 per cent zinc and 10.6 g/t silver. Inferred resources at the project are 1.28 million tonnes grading 0.84 per cent copper, 0.66 per cent zinc and 11.4 g/t silver.

Beyond the known reserves and resources, Antamina hosts additional potential open-pit and bulk-selective underground targets. There is also regional exploration potential over a large, prospective land package of greater than 700 square kilometres.

The mine is an open-pit operation processing approximately 150,000 tonnes per day using conventional flotation, located in the Peruvian Andes 270 km northeast of Lima, at an elevation of approximately 4,000 metres. It employs over 3,000 people, and is owned and operated by CMA. In 2014, Antamina produced approximately 345,000 tonnes of copper, 211,000 tonnes of zinc, 3.1 million pounds of molybdenum and 12.0 million ounces of silver (with associated bismuth and lead).

Concentrates are pumped via a 302 km pipeline to the Huarmey Port on the Pacific Coastline (300 km north of Lima) for shipping through port facilities which are wholly owned and operated by CMA. Antamina produces separate copper, zinc, molybdenum and lead/bismuth concentrates, with silver predominantly contained within the copper concentrates, with additional silver contained with the lead-bismuth concentrate.

Cobre Panama commitment and available capital

Franco-Nevada has finalized the terms of a replacement precious metals stream agreement for First Quantum's Cobre Panama project. Under the terms of the revised agreement, Franco-Nevada's subsidiary, Franco-Nevada (Barbados) Corp. will provide a $1-billion (U.S.) deposit against future deliveries of the gold and silver from Cobre Panama. This deposit will be financed on a pro rata basis of 1 to 3 with First Quantum's 80-per-cent share of the capital costs in excess of $1-billion (U.S.). Execution of the revised documentation is expected shortly and initial financing is expected to be completed during October. Based on this timing, initial financing by Franco-Nevada (Barbados) is expected to be $330-million (U.S.) to $340-million (U.S.). The changes from the original agreement have largely addressed standardizing reporting arrangements and providing a mechanism for First Quantum to utilize Cobre Panama as collateral while still maintaining the Franco-Nevada (Barbados) security.

As of June 30, 2015, Franco-Nevada held over $760-million (U.S.) of working capital and marketable securities, including over $610-million (U.S.) in cash and short-term investments, and $80-million (U.S.) of available-for-sale investments. Franco-Nevada plans to finance the transactions using a combination of cash on hand and partially drawing upon its $750-million (U.S.) credit facility. Franco-Nevada does intend to exercise the $250-million (U.S.) accordion available with its credit facility increasing it to $1-billion (U.S.). Following the financing of the Antamina transaction and the initial financing of the revised Cobre Panama transaction, Franco-Nevada will have liquidity of approximately $800-million (U.S.) between remaining cash on hand and its expanded credit facility.

Conference call information

Management will host a conference call this morning, Oct. 7, 2015, at 8 a.m. ET to discuss the transaction.

Interested investors are invited to participate as follows:

  • Via conference call: toll-free: 888-231-8191; international: 647-427-7450;
  • Conference call replay: a recording will be available until Oct. 14, 2015, at the following numbers: toll-free 855-859-2056; international 416-849-0833, passcode 54886947;
  • Webcast: A live audio webcast will be accessible at the company's website.

Phil Wilson, CEng, vice-president, technical, of Franco-Nevada, a qualified person under National Instrument 43-101, has approved the written disclosure in this press release on behalf of Franco-Nevada.

We seek Safe Harbor.

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