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Overview

Album Enterprises Ltd. reschedules — via a six-month maturity extension — the $300 million USD drawn portion of a $1 billion USD loan to Minmetals Resources for the acquisition of all the issued shares of Anvil Mining Limited

Commitment Year2014Country of ActivityCanadaDirect Recipient Country of IncorporationHong Kong (China)Overseas JurisdictionHong Kong (China)SectorAction Relating To DebtFlow TypeDebt rescheduling

Status

Project lifecycle

Completion

Pipeline: PledgePipeline: CommitmentImplementationCompletion

Timeline

Key dates

Commitment date
Feb 14, 2014
Last repayment (originally scheduled)
Aug 14, 2014

Stakeholders

Organizations involved in projects and activities supported by financial and in-kind transfers from Chinese government and state-owned entities

Funding agencies

State-owned companies

  • Album Enterprises Limited

Receiving agencies

State-owned companies

  • MMG Limited (MMG) (formerly Minmetals Resources Limited)

Loan description

Album Enterprises Ltd. reschedules — via a six-month maturity extension — the $300 million USD drawn portion of a $1 billion USD loan to Minmetals Resources for the acquisition of all the issued shares of Anvil Mining Limited

Interest typeUnknownMaturity2.5 years

Narrative

Full Description

Project narrative

On September 30, 2011, Album Enterprises Limited — a Hong Kong-incorporated wholly owned subsidiary of China Minmetals Non-Ferrous Metals Company Limited, itself controlled by Chinese state-owned China Minmetals Corporation (五礦有色金屬股份有限公司) — entered into a $1.000 billion USD acquisition finance loan facility agreement with Minmetals Resources Limited — a Hong Kong-incorporated company headquartered in Melbourne, Australia and listed on the Hong Kong Stock Exchange with China Minmetals Corporation as its majority shareholder — to support its acquisition of all the issued shares of Anvil Mining Limited. The loan was unsecured and carried a maturity period of 12 months from drawdown. Record ID#95170 captures the $1 billion USD commitment. Anvil Mining Limited was a Northwest Territories, Canada-incorporated base metals mining and exploration company headquartered in Montreal, Quebec (though with significant offices and executive and management presence in in Western Australia), primarily engaged in copper extraction and production that was publicly traded on the Toronto Stock Exchange and its Chess Depositary Interests (CDIs) were traded on the Australian Securities Exchange. It operated in the Democratic Republic of the Congo, with a 95% equity interest in the copper-cobalt Kinsevere project, a 70% interest in the copper Mutoshi Project, both located in the Katanga province and the copper Mutoshi Mine. Anvil also held 14.5% of the issued and outstanding capital of Mawson West Limited and had a number of exploration projects in the Democratic Republic of the Congo. Anvil's largest shareholder as of September 2011 was Trafigura Beheer. On September 29, 2011, MMG Malachite Limited, a Northwest Territories-incorporated corporation and an indirect wholly-owned subsidiary of Minmetals Resources, entered into a support with Anvil Mining for Minmetals's acquisition, which Anvil's board unanimously recommended its shareholders accept, and a lockup agreement with Trafigura Beheer for the offer. On October 19, 2011, Minmetals made the offer, offering $8.00 CAD ($62.40 HKD) in cash for each common share , for a total consideration of $1.330 billion CAD ($10.374 billion HKD; $1.28 billion USD) if 100% of shares were accepted. Because Anvil's assets were in the Democratic Republic of the Congo and the executive and management team were based in Australia, Investment Canada was not expected to review the acquisition though Australia's Foreign Investment Review Board's approval was sought. Anvil reached an agreement with La Générale des Carrières et des Mines Sarl (Gécamines) in the Democratic Republic of the Congo on revisions of the commercial agreements. The remaining 3,191,428 common shares (1.93%) were acquired by MMG Malachite via compulsory acquisition on March 20, 2012, with the shares delisted from the Toronto Stock Exchange and the Australian Securities Exchange. While the loan was $1 billion USD, Minmetals generated further cash reserves and decided to use a smaller portion of the loan. The borrower elected to use $1.03 billion CAD ($8.034 billion HKD) of cash reserves and approximately $300 million CAD ($2.34 billion HKD) from the loan. On February 16, 2012, Album Enterprises advanced $300 million USD to Minmetals which would have a maturity in February 2013. Then, on December 17, 2012, Album Enterprises agreed to amendment the loan facility, extending the maturity of the $300 million USD drawn portion by one year — bringing the maturity period to two years — for a new final maturity date of February 14, 2014. Record ID#110471 captures the extension. Then, on February 14, 2014, Album Enterprises extended the maturity of the drawn portion again, this time by six months — bringing the maturity period to 2.5 years — for a new maturity date in August 2014. Record ID#110495 captures the extension. Prepayments were made in 2013 and then on June 20, 2014, the remaining balance was fully repaid.