Cadence Minerals plc (AQX/LON:KDNC; OTC: KDNCY) has announced that it has entered into a binding settlement agreement with the secured bank creditors of DEV Mineração S.A. (“DEV”), the owner of the Amapa iron ore project in Brazil.
The execution of the Settlement Agreement represents the last major precondition for Cadence to vest its initial US$2.5m for 20% of the large-scale Amapa iron ore mine, beneficiation plant, railway and private port (“Amapa Project”, “Amapa”) . Anglo American, a previous owner had valued its 70% stake in the Amapa Project in [date]at US$ 866 million (100% US$ 1.2 billion). It impaired the asset in its 2012 Annual Accounts to US$ 462 million (100% US$ 660 million).
Highlights:
· Execution of the Settlement Agreement with the Secured Bank Creditors of the Amapa Project allows Cadence’s (20%) and Indo Sino’s (80%) joint venture to secure 100% ownership of the Amapa Project.
· The restructuring of the secured and unsecured creditors achieved by this Settlement Agreement and the Judicial Restructuring Process (“JRP”) has more than halved registered creditors balances.
· Cadence has already commenced its next stage of investment in the Amapa Project to increase its stake to 27%.
· Pre-feasibilty studies are ongoing on the project
Next Steps
The parties to the agreement are now completing and filing the required contractual and regulatory documentation which will crystallise the Cadence and Indo Sino Trade Pte. Ltd. (“Indo Sino”) joint venture company’s 100% ownership of DEV and the Amapa Project.
Cadence has already begun work on the next investment phase to earn an additional 7% of Amapa for US$3.5 million. These funds will be primarily used to progress the pre-feasibility studies on the asset.
Details of the Settlement Agreement
Cadence alongside Indo Sino entered into a Settlement Agreement with DEV and the Secured Bank Creditors on 24 December 2021.
The original credit facility provided to DEV has a principle amount outstanding of US$135 million (“Credit Facility”). The Settlement Agreement settles all of the principle amount plus all interest, default interest, outstanding costs and fees (“Settlement Amount”). The Credit Facility is secured over all of DEV’s equity and assets.
As a result of the Settlement Agreement and the JRP approved in August 2019, the total principle amounts owed to the secured and unsecured creditors in classes I to IV of DEV have been reduced from approximately US$231 million to approximately US$103 million or approximately 45% of the original value.
The Settlement Amount will be paid over two years from the effective date of the Settlement Agreement, and It is to be be satisfied by the net profits from the sale of DEV’s iron ore stockpiles. As agreed in the JRP in August 2019 the unsecured creditors will be paid from DEV’s free cash flow over a period of nine years.
Under the Settlement Agreement, DEV remains the obligor with the Secured Creditors having no recourse of repayment of the Settlement Amount to either Cadence or Indo Sino. The Settlement Agreement will remain secured over all of DEV’s equity and assets.
Cadence Minerals CEO, Kiran Morzaria, commented: “When Cadence first announced Heads of Terms for Amapa back in May 2019, we knew that while a tremendous amount of work lay ahead, the investment and terms, if secured would represent our greatest achievement to date as a mining investment company.”
“We are at this point today is entirely due to the team at Cadence, Indo Sino and DEV sharing a common vision and working together to achieve it. I am proud that together we have overcome some considerable challenges, including the impact of COVID on the Amapa region, to reach this moment.”
“We have already embarked on Phase 2, where Cadence will vest an additional US$3.5m to take our holding to 27%. Given the rate of progessthat I saw on visiting Amapa in October, I have every confidence that the day when our newly recommissioned mine re-commences production will come, at which point the nascent value in the project will be realised for the benefit of all our investors and shareholders.”
Cadence Non-Executive Chairman, Andrew Suckling, commented; “This is indeed a momentous day for Cadence, Indo Sino, DEV, the Government of Amapa, the legal teams and bank committees and administrators who have worked tirelessly, COVID notwithstanding, to finalise the final and perhaps the most lengthy part of the judicial restructuring plan agreed back in 2019.”
“I would also like to put on record my heartfelt thanks to everyone involved in making this happen, and in particular to Kiran and the team for realising what is an absolutely transformational transaction for Cadence and its shareholders.”
“Having achieved what we set out to do, the work really starts in earnest. Bringing Amapa back to life has created a raft of new opportunities for the region and its community, with improved prospects for employment, health and education. The opportunity is simply huge: Amapa was once owned Anglo American, and we fully intend to restore the mine and infrastructure to its former glory, and more besides given that we intend to produce a higher quality product mix. Even now, the value of this transaction is only starting to register with the markets, something I truly believe will change dramatically in the coming years.”
