Glencore plc (LON:GLEN) has announced that it has entered into a binding agreement with Teck Resources Limited, for the acquisition of a 77% effective interest in the entirety of Teck’s steelmaking coal business, Elk Valley Resources, for US$6.93 bn in cash, on a cash free debt free basis, subject to a normalised level of working capital.
Concurrently, Teck has agreed with Nippon Steel Corporation that its current 2.5% interest in Elkview Operations will be rolled up to equity in EVR, and that NSC will acquire additional equity in EVR from Teck, such that on closing NSC will hold a 20% equity interest in EVR.
POSCO has advised Teck that it intends to exchange its current 2.5% interest in Elkview Operations and its 20% interest in the Greenhills joint venture, for a 3% interest in EVR.
At closing, Glencore will also acquire from Teck, NSC and POSCO’s attributable share of a shareholder loan from Teck to EVR which is repayable out of EVR’s cash flows. The amount payable for this portion of the loan is expected to be some US$250-US$300 million on closing.
The transaction is subject to mandatory regulatory approvals, being Investment Canada Act and competition approvals. The transaction is expected to close in Q3 2024.
Commenting on the transaction, Gary Nagle, CEO of Glencore, said:
“We are pleased to have reached agreement to acquire Teck’s steelmaking coal operations in the Elk Valley. These world-class assets and the experienced people that operate them are expected to meaningfully complement our existing thermal and steelmaking coal production located in Australia, Colombia and South Africa.
“Glencore has high regard for the business that has been developed over many decades in British Columbia and looks forward to maintaining and enhancing its operational performance, environmental stewardship and social contribution.
“We are dedicated to working with all governing bodies and stakeholders to ensure that the transaction is of benefit to Canada, which includes a commitment from Glencore regarding employment, engaging in further reclamation efforts and to engage constructively and meaningfully with the Indigenous Nations in the Elk Valley.
“This transaction also deepens our longstanding commitment to Canada, supporting our position as one of the largest diversified miners and suppliers of critical minerals in Canada, in one of the world’s leading mining jurisdictions.
We have a longstanding relationship with NSC and POSCO and we look forward to working closely with them as our future partners in EVR.”
Overview of EVR
On close, assuming the POSCO roll-up proceeds, EVR will own 100% interests in the entities holding the Elkview, Fording River, Greenhills and Line Creek mines in Southeast British Columbia, and 46% of Neptune Terminals in North Vancouver.
Key historical information on EVR, as reported by Teck, is outlined below:
– Production of steelmaking coal of 21.5 mt in 2022 and 17.3 mt year to date to 30 September 2023
– EBITDA of C$7.4 bn in 2022 and C$3.7 bn year to date to 30 September 2023
– Profit before tax of C$6.0 bn in 2022 and C$3.1 bn year to date to 30 September 2023
– Gross assets as at 30 September 2023 of C$18.5 bn
Global population growth, increased urbanisation, and a growing middle class should continue to drive long-term demand for steel and the steelmaking coal required to produce it. The high-quality steelmaking coal mined in the Elk Valley is an essential input to steelmaking in its current form. Steel is necessary for constructing transportation and infrastructure such as ocean-going vessels, rail, bridges and buildings, as well as energy transition infrastructure including wind turbines, all such products being critical to our current and future way of life.
Benefits to Canada
Glencore has a proven history and track record of acquiring, developing, operating and rehabilitating coal mines, for the benefit of stakeholders, including employees, local communities, and host governments.
Glencore’s Canadian assets form a significant part of our global business with c. 9,000 people in Canada including contractors and have a history that dates back more than 100 years. Glencore is one of the largest diversified miners and suppliers of critical minerals in Canada. Our current operations span seven industrial assets producing and recycling mainly nickel, copper, zinc and cobalt.
Glencore has a strong track record of investment in the country and is committed to building on EVR’s continuing success as a world-class Canadian steelmaking coal producer with a focus on social and environmental responsibility. In this respect, consistent with Glencore’s long history of success in, and commitment to, Canada, under the terms of the agreement with Teck, Glencore will offer to enter into commitments with the Canadian government under the ICA that will ensure, among other things, that:
· EVR will continue to operate in Canada through both a Vancouver head office and regional offices in Calgary, Alberta, and Sparwood, British Columbia, including completing the construction of a new Sparwood office.
· EVR will maintain significant employment levels in Canada with no net reduction in the number of employees in the business in Canada as a result of the transaction.
· EVR will increase capital expenditures in Canada such that they will amount to over C$2 billion (excluding deferred stripping) over three years.
· EVR will increase research and development activities in Canada to at least C$150 million over three years, including on innovation in relation to water quality treatment technologies – a 50% increase over current levels.
· EVR will increase its contributions to Canadian sponsorship, community and charitable programs.
· EVR will participate as a major funding partner with up to C$15 million for the proposed renal/oncology addition to the East Kootenay Regional Hospital in Cranbrook.
· EVR will have a goal to become a nature positive business by conserving or rehabilitating at least three hectares for every one hectare affected by its mining activities going forward.
· EVR will develop and implement a climate transition strategy which will include medium term scope 1 and 2 emissions reduction targets, a long-term goal of net zero in respect of scope 1 and 2 emissions by 2050 as well as a commitment to work with partners towards an ambition to achieve net-zero Scope 3 emissions by 2050.
· EVR will honour the existing agreements between EVR and Indigenous Nations and will work with local Indigenous Nations to identify opportunities to increase participation in benefits from the activities of EVR.
A summary of these commitments is set out in the Appendix to this announcement.
Demerger
Glencore continues to believe that a standalone company containing its combined coal and carbon steel materials business, including Glencore’s stake in EVR, would be well positioned as a leading, highly cash-generative bulk commodity company, likely attracting strong investor demand given such yield potential.
As before, Glencore therefore intends to demerge the combined business, once Glencore has sufficiently delevered, which is expected to occur within 24 months from close. Glencore will manage its post-demerger balance sheet, post servicing its formulaic base cash distribution, to a revised c.US$5 billion net debt cap, down from the current level of c.US$10 billion, alongside our continued commitment to minimum strong BBB/Baa ratings.
Glencore intends for the demerged company to continue to oversee the responsible decline of its thermal coal operations in line with Glencore’s current targets and ambition to achieve net zero by 2050, with a supportive policy environment, and to adopt the climate transition strategy for the EVR business that will be developed and implemented pursuant to Glencore’s ICA commitments.
