Acquisition
Anglo American PLC
2 May 2002
News Release
2 May 2002
Anglo American plc announces agreement to purchase Disputada
Anglo American plc ("Anglo American") has agreed, subject to fulfilment of
certain conditions precedent, to purchase 100% of the interests in the Compania
Minera Disputada de Las Condes Limitada ("CMD") group from Exxon Mobil
Corporation ("ExxonMobil") for a total cash consideration of $1.3 billion.
CMD is a world class, integrated copper producer located in Chile and comprising
the Los Bronces and El Soldado mines and the Chagres smelter. In 2001, CMD
produced 251,900 tonnes of copper at an average operating cash cost of 47 US
cents per lb.
Anglo American believes that substantial synergies with its existing Chilean
operations will arise from the transaction. These are currently estimated to
have a value to Anglo American in excess of $100 million over and above the
purchase price. In addition to mine life extension and growth potential arising
from the existing and potential future expansion projects, CMD's 70,000 hectare
property which hosts the Los Bronces mine also has excellent exploration and
exploitation potential.
The acquisition is subject to the completion of due diligence, the execution of
a definitive sale and purchase agreement and such regulatory approvals as may be
required. It is currently anticipated that the transaction will be completed by
30 June 2002 at which time further financial information on the CMD group will
be available.
The purchase price will be payable in cash on completion and will be funded by
Anglo American from existing resources. In addition to the purchase price, a
price participation arrangement has been agreed in terms of which ExxonMobil
will be entitled to a participation in, for a period of three and a half years,
incremental value accruing to Anglo American as a result of the LME copper price
exceeding certain levels. ExxonMobil will be entitled to receive payments which
will amount to between zero and a maximum of $120 million.
Anglo American has declared its firm commitment to strengthening its Base Metals
portfolio in a value additive manner through:
• focusing on improving the performance of its existing asset base;
• investing in value enhancing projects within its existing asset portfolio;
• making selective acquisitions of high quality assets; and
• identifying non core assets and disposing of them for value when market
conditions permit.
The acquisition of CMD represents a major step in upgrading the quality of Anglo
American's Base Metals portfolio. If Anglo American had owned the assets in
2001, its attributable copper production from continuing (primary) copper
operations, (note i), would have been in excess of 625,000 tonnes at an average
operating cash cost of below 50 US cents per lb.
Tony Trahar, Chief Executive of Anglo American commented "The acquisition of
Disputada, a proven long life, low cost, copper business, constitutes a major
strategic strengthening of our Base Metals portfolio. It offers attractive
exploration and growth prospects, synergies with our existing operations and
reinforces our commitment to Chile and the region. The Disputada mines are an
excellent addition to Anglo American's portfolio of world class mining and
natural resource assets."
For further information:
London:
Investor Relations Media Relations
Nick von Schirnding Kate Aindow
+44 20 7698 8540 +44 20 7698 8619
Johannesburg:
Investor Relations Media Relations
Anne Dunn Marion Dixon
+27 11 638 4730 +27 11 638 3001
Dresdner Kleinwort Wasserstein is acting as financial adviser to Anglo American.
Background Notes for Editors:
1. Description of assets
2. Further exploration / exploitation potential
3. Purchase price / price participation
4. Synergies
5. Anglo American's existing Chilean operations
Note (i): Continuing (primary) copper operations excludes Konkola Copper Mines
1. DESCRIPTION OF ASSETS
Los Bronces mine
Description: long life, low cost, open pit mine
Location: 65 km north east of Santiago in Chile
2001 production: 171,000 tonnes of copper in concentrate
12,000 tonnes of copper cathode
2001 cash costs: 43 c/lb
Reserves (31/12/00): 457Mt @1.03%Cu, plus 741Mt @ 0.47%Cu leach ore
Life of mine: minimum 20 years, potential to 30 years. Grade profile
relatively
flat over life of mine. Significant capital expenditure
not required to maintain production.
Added value potential :
• expansion projects currently underway to expand production to 225,000 tpa
by 2004
• additional 200 million tonnes of resource grading 0.95% copper identified
immediately below or adjacent to existing pit (31/12/00)
• further expansion potential
• synergies
El Soldado mine
Description: medium life, medium cost, open pit mine and underground
mine
Location: 132 km north of Santiago
2001 production: 64,000 tonnes of copper in concentrate
5,000 tonnes of copper cathode
2001 cash costs: 57 c/lb
Reserves (31/12/00): 115Mt @ 1.00%Cu
Life of mine: 16 years
Added value potential :
• nearby exploration
• synergies
Chagres Smelter
Description: recently modernised (1995) copper smelter
Location: 100 km north of Santiago
2001 production: 144,000 tonnes of copper (anode - 90% / blister -10%)
408,000 tonnes of acid
Process: Outokumpu flash furnace
Added value potential :
• current capacity - 150,000 tonnes
• further debottlenecking - +10% increase
• synergies
2. FURTHER EXPLORATION / EXPLOITATION POTENTIAL
Los Bronces is located in a 70,000 hectare property owned by CMD which has
excellent exploration and exploitation potential. In addition to Los Bronces
mine reserves and the immediately adjacent resources, CMD has already identified
over 300 million tonnes of additional resources at an average grade of 0.85%
copper.
3. PURCHASE PRICE / PRICE PARTICIPATION
• The CMD group is third party debt free.
• A cash consideration of $1.3 billion is payable on completion, such
consideration including the assumption by Anglo American of certain
intercompany loan accounts.
• The cash consideration will be funded by Anglo American from internal cash
resources.
• Price Participation agreement:
ExxonMobil will be entitled to receive contingent payments, which will
amount to between zero and a maximum of $120 million if the average copper
price over the next three and a half years exceeds certain agreed threshold
levels as detailed below:
H2 2002 2003 2004 2005
Threshold price 75 87 94 100
(c/lb nominal)
Should, in any period, the copper price exceed the threshold price, Anglo
American and ExxonMobil will share equally in the incremental revenues until
such time as ExxonMobil has been paid a total cumulative amount of $120
million. If, in any period, the average copper price does not exceed the
threshold price, no payments will be made to ExxonMobil. Should the full
$120 million not have been paid by the end of 2005, the shortfall will cease
to be payable.
In all years, the threshold levels in each period are higher than those used
by Anglo American in its valuation of CMD. Accordingly, price participation
payments will only be made to ExxonMobil if the value of CMD is greater than
that originally forecast by Anglo American.
4. SYNERGIES
• The synergies between CMD and Anglo American's existing operations in
Chile are estimated to exceed a value of $100 million. These include:
• the Mantos Blancos and CMD head offices will be combined into one head
office organisation which will act as a shared services facility for four
mines (Mantos Blancos, Mantoverde, Los Bronces, El Soldado) and the Chagres
smelter, as well as continuing to provide input and support to the 44% owned
Collahuasi;
• procurement - sulphuric acid and strategic procurement;
• marketing, sales and logistics;
• exploration - the exploration work of the two companies will be integrated
• further scope for substantial improvements in production, productivity and
costs.
5. ANGLO AMERICAN'S EXISTING OPERATIONS IN CHILE
Mantos Blancos comprises two 100% owned open pit copper mines. Mantos Blancos is
located in the Atacama desert near Antofagasta and Mantoverde is located south
of Antofagasta in the Copiapo region. In 2001, copper production was 156,800
tonnes at an average operating cash cost of 57.7 US cents per lb.
Collahuasi is an open pit copper mine located south east of Iquique in Chile.
Anglo American has a 44% interest and joint control of Collahuasi. In 2001,
copper production was 452,700 tonnes at an average operating cash cost of 39.5
US cents per lb. (Anglo American attributable production - 199,200 tonnes).
Anglo American plc is one of the world's largest mining and natural resource
groups. With its subsidiaries, joint ventures and associates, it is a global
leader in gold, platinum group metals and diamonds, with significant interests
in coal, base and ferrous metals, industrial minerals and forest products. The
group is geographically diverse, with operations in Africa, Europe, South and
North America and Australia. (www.angloamerican.co.uk)
This information is provided by RNS
The company news service from the London Stock Exchange