Katanga Mining announces Q3 2011 Results, Approval of Updated Phase 4 Expansion of its Copper Cobalt Project and Financing Commitment for up to $635.5 million
November 11, 2011
ZUG, SWITZERLAND, November 11, 2011 – Katanga Mining Limited (TSX: KAT; KAT.NT) ("Katanga" or the "Company") today announced the following:
Highlights during the three months ("Q3") ended
September 30, 2011
Mining
Processing
Financial
Human Resources and Corporate
Updated Phase 4 Expansion of Katanga's copper cobalt
project
Consistent with Katanga's completion of the Phase 3 expansion of its project described in the Technical Report, Katanga commissioned a front end engineering and early works report (the "Early Works Report"). The Early Works Report identified the following (collectively, the "Updated Phase 4 Expansion"):
Commitment for up to $635.5 million in New Loan
Facilities
Katanga has received the Commitment from Glencore, or one of its Group entities, to provide Katanga with new loan facilities of up to $635.5 million (the "Facilities"). Up to $120 million of the Commitment is being provided to Katanga as a new term loan facility (the "Term Loan") to enable the refinancing of Katanga's outstanding Canadian $115 million 14% debentures due November 30, 2013 in accordance with the provisions of Katanga's trust indenture dated November 20, 2006. The balance of the Commitment is being provided to Katanga as a senior secured credit facility (the "Senior Facility") to fund the Updated Phase 4 Expansion not covered by the Company's cash flows. The Company's 75% interest in Kamoto Copper Company SARL (which holds the copper and cobalt project assets) will be pledged as security for the Senior Facility along with certain other assets of the Company and its subsidiaries. As security for the Term Loan and additional security for the Senior Facility, Katanga will agree, if a Facility is in default, to complete a deeply discounted rights offering with Glencore providing a standby commitment, to repay the Facility. In the case of the Senior Facility, Glencore has agreed to exercise its right to compel Katanga to complete the deeply discounted rights offering prior to realizing on Glencore's other security.
The Facilities will mature on December 31, 2014 and interest will be payable on any amount drawn under the Facilities at a rate of 10% per annum. The Commitment and the Facilities are subject to, among other things, final documentation being agreed and usual and customary drawdown conditions being satisfied.
In addition to the benefits to Katanga of the Updated Phase 4 Expansion, which the Facilities are expected to finance in part, Katanga expects the Updated Phase 4 Expansion will improve copper recovery, utilize existing under-utilized plant capacity, and allow Katanga to produce LME Grade A copper and benefit from the continuity of personnel and competencies involved in the recently completed Phase 3 expansion of its project.
Katanga's Corporate Governance and Nominations Committee (the "Committee"), which is comprised of three independent directors, has reviewed the proposed Facilities as contemplated by the Charter of the Committee. The Committee retained Fasken Martineau DuMoulin LLP, independent legal counsel, in connection with that review. Following that review, the Committee has unanimously determined that entering into the Facilities is in the best interests of Katanga.
Glencore beneficially owns, directly or indirectly, or exercises control or direction over approximately 74% of the issued and outstanding common shares of Katanga. Due to this relationship, the Facilities are considered "related party transactions" as defined by Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Katanga is relying upon the exemption from the requirement to obtain majority of minority shareholder approval available under MI 61-101 as it has determined that neither the aggregate of the fair market value of the Facilities, nor the fair market value of the consideration for the Facilities, exceeds 25% of Katanga's market capitalization as calculated and determined in accordance with MI 61-101. It is not anticipated that the Facilities will affect the percentage of Katanga's securities beneficially owned or controlled by Glencore.
Glencore has made the Facilities available in the ordinary course of its business. It may from time to time acquire additional securities of Katanga, dispose of some or all of the existing or additional securities it holds or will hold, or may continue to hold its current position.
For further information contact:
| Jeff Best CEO Tel: +41 (041) 766 71 10 |
Nico Paraskevas CFO Tel: +41 (041) 766 71 10 |
About Katanga Mining Limited
Katanga Mining Limited operates a major mine complex in the Democratic Republic of Congo producing refined copper and cobalt. The Company has the potential to become Africa’s largest copper producer and the world’s largest cobalt producer. Katanga is listed on the Toronto Stock Exchange under the symbol KAT. All dollar amounts are in United States dollars unless otherwise indicated.
Forward-looking Information
This press release contains "forward-looking information" within the meaning of Canadian securities legislation under the headings "Highlights during the three months ("Q3") ended September 30, 2011" and "Updated Phase 4 Expansion of Katanga's copper cobalt project" with respect to the Company's business, operations and financial performance and condition, including the Company's refurbishment works associated with the development program, the New Phase 4 expansion, anticipated future capacities, project expansion opportunities and exploration, development and production. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled estimates", "forecasts", "outlook", "intends", "anticipates", "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "will" or "will be taken", "occur", or "be achieved". Statements containing forward-looking information are based on the opinions and estimates of management as of the date such statements are made, and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Katanga to be materially different from those expressed or implied by such statements, including but not limited to: risks relating to the refurbishment of existing facilities; unexpected events during construction, start-up, expansion or production; variations in ore grade or tonnes mined; future prices of copper and cobalt; futures prices of oxide concentrate; possible variations in ore reserves, grade or recovery rates; failure of plant, equipment or processes to operate as anticipated; political unrest and insurrection; acts of terrorism; accidents, labor disputes and other risks of the mining industry; delays in the completion of development or construction activities, as well as those factors discussed herein or referred to in the current annual information form of the Company filed with the securities regulatory authorities in Canada and available at www.sedar.com. Although management of Katanga has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that statements containing forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on statements containing forward-looking information. Katanga does not undertake to update any forward-looking information or statement that is incorporated herein, except in accordance with applicable securities laws.
This press release and the information forming the basis hereof was prepared under the supervision of Tim Henderson, Technical Consultant, Katanga and a ‘Qualified Person’ as such term is defined in National Instrument 43-101. Mr. Henderson has reviewed and approved the contents of this press release.
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