Glencore PLC Signed contract to sell 73% stake in Mopani (1545M)
January 19 2021 - 3:09AM
UK Regulatory
TIDMGLEN
RNS Number : 1545M
Glencore PLC
19 January 2021
Glencore plc
Baar, Switzerland
19 January 2021
Signed contract to sell underlying stake of 73% in Mopani in
$1.5b transaction
Glencore today announces that its subsidiary Carlisa Investments
Corp. ("Carlisa"), in which Glencore holds 81.2% of the shares, has
signed an agreement with ZCCM Investments Holding plc ("ZCCM") to
transfer its 90% interest in Mopani Copper Mines plc ("Mopani") to
ZCCM, the owner of the remaining 10% interest in Mopani, for US$1
and the Transaction Debt (as defined below).
Completion of the sale is conditional on receipt of certain
regulatory approvals in Zambia and on the approval of the
shareholders and board of directors of ZCCM, and is expected to
occur within the next three months.
Mopani has been funded by borrowings from Carlisa and other
members of the Glencore group. On completion, US$1.5 billion of
debt (the "Transaction Debt") will remain owed by Mopani to
Glencore group creditors on the following terms:
a. interest under the Transaction Debt will be capitalised for
the first three years after completion, and thereafter will be
payable quarterly at LIBOR + 3% (subject to a switch to an
equivalent interest rate based on SOFR); and
b. principal outstanding under the Transaction Debt will be
repayable under a dual mechanism whereby:
i. 3% of gross revenue of the Mopani group from 2021-2023
(inclusive), and 10-17.5% of gross revenue of the Mopani group
thereafter; and
ii. 33.3% of EBITDA less tax, changes in working capital,
capital expenditure, royalty payments and interest and principal
(calculated under the first mechanism) payments in respect of
Transaction Debt,
is at the end of each quarter required to be paid. Repayment of
principal (together with accrued interest) may additionally be
required in the event of an occurrence of certain other early
prepayment events, including certain change of control events in
respect of Mopani.
After completion of the sale, Glencore will retain offtake
rights in respect of Mopani's copper production until the
Transaction Debt has been repaid in full.
As ZCCM is the holder of 10% of the voting rights in Mopani, a
subsidiary undertaking of Glencore plc, the transaction falls
within the criteria set out in Listing Rule 11.1.10R. Accordingly,
Glencore has obtained written confirmation from a sponsor that the
terms of the transaction are fair and reasonable as far as Glencore
shareholders are concerned.
For further information please contact:
Investors
Martin Fewings t: +41 41 709 2880 m: +41 79 737 5642 martin.fewings@glencore.com
Media
Charles Watenphul t: +41 41 709 24 62 m: +41 79 904 33 20 charles.watenphul@glencore.com
www.glencore.com
Glencore LEI: 2138002658CPO9NBH955
Notes for Editors
Glencore is one of the world's largest global diversified
natural resource companies and a major producer and marketer of
more than 60 responsibly-sourced commodities that advance everyday
life. The Group's operations comprise around 150 mining and
metallurgical sites and oil production assets.
With a strong footprint in over 35 countries in both established
and emerging regions for natural resources, Glencore's industrial
activities are supported by a global network of more than 30
marketing offices. Glencore's customers are industrial consumers,
such as those in the automotive, steel, power generation, battery
manufacturing and oil sectors. We also provide financing, logistics
and other services to producers and consumers of commodities.
Glencore's companies employ around 160,000 people, including
contractors.
Glencore is proud to be a member of the Voluntary Principles on
Security and Human Rights and the International Council on Mining
and Metals. We are an active participant in the Extractive
Industries Transparency Initiative. Our ambition is to be a net
zero total emissions company by 2050.
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Disclaimer
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