Bank of China contributes $540 million — via Tranche A — to $900 million syndicated loan for the acquisition of several niobium and phosphates businesses in Brazil from Anglo American plc. (Linked to Project ID#60249 and ID#92353)

On September 14, 2016, CMOC Luxembourg S.À.R.L (hereinafter referred to as “CMOC Luxembourg”) and CMOC Brasil Serviços Administrativos e Participações Ltda. (hereinafter referred to as “CMOC Brasil”) — two special purpose vehicles and wholly-owned subsidiaries of China Molybdenum Co., Ltd. that are legally incorporated in Luxembourg and Brazil, respectively — signed a $900 million syndicated loan agreement with Bank of China, the Industrial and Commercial Bank of China (ICBC), China Minsheng Banking Corporation Limited, and China Eximbank to partially finance the acquisition of several niobium and phosphates businesses in Brazil from Anglo American plc. The loan consisted of three tranches: a $540 million tranche from the Luxembourg Branch of Bank of China (known as ‘Tranche A’), a $100 million tranche from ICBC and the Luoyang Branch of China Minsheng Banking Corporation Limited (known as ‘Tranche B’), and a $260 million tranche from China Eximbank (known as ‘Tranche C’). Tranche A is captured via Project ID#64583. Tranche B is captured via Project ID#92353. Tranche C is captured via Project ID#60249. The loan carried the following borrowing terms: a 7-year maturity and an interest rate of LIBOR plus a 1.8% to 2.75% margin. The borrower was responsible for repaying the loan between September 14, 2018 to September 14, 2023. The borrower was also responsible for maintaining a minimum cash balance in a debt service reserve account accessible to the lenders. China Molybdenum Co., Ltd. issued a corporate guarantee in support of the loan. As a source of collateral, it also pledged its 100% equity interest in CMOC Luxembourg. On October 1, 2016, CMOC Co., Limited, a wholly-owned subsidiary of China Molybdenum Co., Ltd., successfully acquired several niobium and phosphates businesses in Brazil from various subsidiaries of Anglo American plc. — including Ambras Holdings S.A.R.L., ANGLO AMERICAN LUXEMBOURG SÁRL, Anglo American Marketing Limited, ANGLO AMERICAN CAPITAL PLC, ANGLO AMERICAN CAPITAL LUXEMBOURG SÁRL, and Anglo American Service (UK) Limited — for $1,676,238,000 (RMB 11,193,582,116.40). The assets acquired included: (1) 100% shareholders’ of equity of American Fosfato Brasil Ltda. (“AAFB”, now renamed as Copebras Indústria Ltda.) and Anglo American Niobio Brasil Ltda. (“AANB”, now renamed as Niobras Mineração Ltda.); (2) AAML’s Niobium sales division (“NMD”); and (3) creditor’s rights over AANB held by Capital PLC and Creditor’s rights over AAFB held by Capital Luxembourg.

Additional details

1. AidData has estimated all-in interest rate adding 2.275% (the midpoint between 1.8% and 2.75%) to the average 3-month LIBOR rate in September 2016 (0.850%). 2. Given that the loan was contracted on September 14, 2016 and the borrower was responsible for repaying the loan between September 14, 2018 to September 14, 2023, the loan’s implied grace period is 2 years. 3. The monetary value of the contributions made by ICBC and China Minsheng Banking Corporation Limited to the Tranche B are unknown. For the time being, AidData assumes equal contributions ($50 million million) across the 2 participants in Tranche B. 4. AANB is a limited liability company incorporated in the Federal Republic of Brazil (“Brazil”) on 1 June 2001, which is principally engaged in open pit mining of Niobium ore and processing of Niobium ore by crushing, screening, enrichment, leaching and smelting, so as to produce Niobium products for customers; at present, the only finished product of AANB is ferroniobium. AANB is responsible for the production and operation of Niobium products other than sales. AANB sells products to AAML which will sell the products to end customers. AAML is a limited liability company incorporated in the UK, which is mainly responsible for the sales business of Anglo American’s Niobium products and ferroalloy products, and its ultimate controlling party is Anglo American. AAML’s Niobium sales business is also transferred to the Company upon this acquisition. AAFB is a limited liability company incorporated in Sao Paulo, Brazil on 2 January 1975, of which the business scope covers the entire industrial chain of phosphorus, including the open-pit mining operations of Phosphate rocks, the extraction of phosphorus pentoxide from Phosphate rocks and the production of different types or combinations of Phosphate fertilizer products and intermediate products. AAFB’s main products include Phosphate fertilizers (MAP, GTSP) of high concentration, Phosphate (SSG, SSP powder, etc.) low concentration, animal feed supplements (DCP), intermediate phosphoric acid and sulfuric acid (sulfuric acid for owned use) and related by-products (gypsum, fluosilicic acid). AAFB’s major customers are fertilizer mills in Brazil. 5. The Chinese project title is 收购境外铌磷业务.

Number of official sources

4

Number of total sources

9