NIO Invitation to subscribe for shares in Nordic Iron Ore AB (publ) - - PDF document

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NIO Invitation to subscribe for shares in Nordic Iron Ore AB (publ) - - PDF document

NIO Invitation to subscribe for shares in Nordic Iron Ore AB (publ) in connection with the Companys rights issue Investment case Investment highlights Managing Director comments The opportunity to invest in an excitjng company with


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SLIDE 1 Invitation to subscribe for shares in Nordic Iron Ore AB (publ) in connection with the Company’s rights issue

NIO

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SLIDE 2 2 INVITATION TO ACQUIRE SHARES IN NORDIC IRON ORE AB (PUBL) IN CONNECTION WITH THE COMPANY’S RIGHTS ISSUE Investment case
  • The opportunity to invest in an excitjng company with strong antjci-
pated growth.
  • Nordic Iron Ore AB (publ) (“Nordic Iron Ore” or “the
Company”) stands well prepared to face the new challenges of the industry.
  • The Company’s ambitjon is to be listed on an appropriate trading
venue in connectjon with the raising of capital to fjnance the con- structjon of the mining facility. FACTS ABOUT NORDIC IRON ORE History The future The Company today Nordic Iron Ore was founded in 2008 as a modern mining and exploratjon company. The Company’s ambitjon is to resume mining op- eratjons at Blötberget and Håksberget near Ludvika, and to carry out exploratjon of the adjacent Väsman fjeld. The Company’s explo- ratjon permit and processing licence are for historical mining territory, where iron ore has been mined since the 16th century. In May 2015, Copperstone Resources AB distributed the shares in Nordic Iron Ore to its existjng shareholders, increasing the number of share- holders in the Company to just over 3,000 today. Nordic Iron Ore is currently conductjng a de- fjnitjve feasibility study (DFS), involving the
  • ptjmisatjon of the mine’s operatjon and ver-
ifjcatjon of operatjon and maintenance costs. The Company has completed fjve of nine stages and is currently working on securing the mine’s processing procedures. This is the single most important part of the study, and aims to ensure that the Company has the ca- pacity to deliver iron ore in line with the cur- rent objectjves. The Company’s Board of Di- rectors was boosted recently by the American CEO of reputed consultjng fjrm Applied Value. The Company intends to commence fully op- eratjonal actjvity in 2019. Untjl then, Nordic Iron Ore will have completed the current fea- sibility study and hence have optjmised iron
  • re extractjon in the mine holdings. Accord-
ing to the present plan, the feasibility study is planned to be completed in the fourth quarter
  • f 2016. Today, the Company is already in on-
going discussions with both equipment sup- pliers and prospectjve customers. In additjon, Nordic Iron Ore has the ambitjon, ahead of the commencement of plant constructjon, to list its shares on an appropriate trading venue. Managing Director comments We now face the next milestone in the Company’s development and, through this invitatjon, wish to welcome existjng shareholders and other interested partjes to subscribe for shares in this rights issue. We will use the issue proceeds to complete the next phase of the feasibility study currently in progress. With both the drop in the price of iron ore and the changes in the global iron ore market in recent years there are new and substantjal challenges to being profjtable. As a young and modern company in the industry, we have the opportunity to adapt the operatjons in an effjcient manner to the new market conditjons, hence generatjng sharehold- er value. We do so by optjmising logistjcs and productjon processes with modern solutjons to minimise the Company’s operatjng expenses, hence paving the way for a stable, satjsfactory and sustainable operatjng margin ahead of the estjmated commencement of productjon in 2019. In additjon, we will focus our productjon on high quality iron ore which we believe will difgerentjate us from competjtors and allow us to charge a premium over and above the most common price indexes for iron ore. In order to fjnance future investments in the project, our belief is that the market must expect the price of iron ore to rise in the long-term. Current iron ore prices would however, based on the informatjon we have today, be enough to be cash fmow positjve if we were already in operatjon. This hypothesis is to be confjrmed through the fjnalisatjon of the ongoing feasibility study. We look ahead to the future, and what it has to ofger, with tremendous antjcipatjon and hope that you would like to join us as we embark the next phase to bring these mines into productjon. Kind regards, Investment highlights P a u l M a r s d e n , M a n a g i n g D i r e c t
  • r
Profjt/loss items, SEK ’000 H1 2015 2014 Net sales
  • EBITDA
  • 7,135
  • 13,542
Operatjng profjt (EBIT)
  • 7,235
  • 18,528
Profjt/loss afuer fjnancial income and expense
  • 8,171
  • 22,533
Profjt/loss for the period
  • 8,171
  • 22,533
Condensed fjnancial data Balance sheet items, SEK ’000 H1 2015 2014 Non-current assets 107,551 98,898 Current assets ex. cash positjon 1,065 2,646 Cash positjon 3,898 19,711 Total assets 112,515 121,255 Total liabilitjes 21,746 22,316 Total equity 90,769 98,940 Equity per share, SEK2 6,3 6.8 2Based on 14,510,712 outstanding shares. 1H1: January to June.
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SLIDE 3 3 INVITATION TO ACQUIRE SHARES IN NORDIC IRON ORE AB (PUBL) IN CONNECTION WITH THE COMPANY’S RIGHTS ISSUE TERMS AND INDICATIVE SCHEDULE The ofger Shares in Nordic Iron Ore AB Type of issue Rights issue Issue terms and conditjons 3:2 Size of the issue SEK 21,766,068 Price per share SEK 1.00 Terms and conditjons Record date for shareholders with the right to subscribe in the rights issue. Subscriptjon/applicatjon period commences. Subscriptjon/applicatjon period ends. Approximate date for when the outcome of the issue is made public. 6 November 9 November 23 November 26 November Summary of terms and motives Nordic Iron Ore intends to use the issue proceeds from the rights issue to fjnance planned concentratjon tests, and to subse- quently fjnance the Company’s working cap- ital requirement. The Company intends to conduct a set-ofg issue of an existjng bridge loan of SEK 3,112,501, in connectjon with the rights issue. The Company’s shareholders have pref- erentjal rights to subscribe for new shares in relatjon to the number of shares they hold
  • n the record date. For each share held on
the record date, shareholders will receive new shares without the support of subscrip- tjon rights can be submitued at SEK 1.00 per share, and this must take place during the same period as subscriptjon for new shares supported by subscriptjon rights, i.e. from 9 November 2015 to 23 November 2015 in- clusive. This is merely a marketjng document. For comprehensive informatjon, please refer to the informatjon memorandum available at www.nordicironore.se or at www.mangold.se. three (3) subscriptjon rights. Two (2) sub- scriptjon rights entjtle to subscriptjon to one (1) new share. Subscriptjon supported by subscriptjon rights shall be carried out by means of cash payment no later than 23 November 2015. Subscriptjon through cash payment shall either be carried out using the preprinted paying-in slip accompanying the issue state- ment, or using the paying-in slip atuached to the special applicatjon form. An expression of interest to subscribe for Nordic Iron Ore intends to produce high-grade iron ore Iron ore is a mineral containing the element iron to such an extent that it can be used in iron and steel productjon. There are a num- ber of difgerent types of iron ore that afgect the processing techniques to some extent. Hematjte is the predominant iron ore mined and is usually the higher iron con- tent in the ground. This type of ore is usu- ally mined without much processing and is shipped as lump and fjnes to the market, direct shipping ore, with an iron content normally between 55 and 63 per cent. Magnetjte ores on the other hand, is in its natural conditjon ofuen of low quality. It is however easily processed to achieve high quality iron ore products with an iron content between 66 and 70 per cent. Met- allurgical tests have demonstrated that Nordic Iron Ore will most likely produce 70 per cent magnetjte concentrate, as well as a hematjte concentrate with an iron con- centratjon just above 66 per cent. These concentrates would be supplied into a high quality market where buyers are willing to pay a premium for high-grade ore thanks to the low contaminatjon of the iron content. In a market increasingly unable to supply high quality iron products, the Company’s assessment is that buyers, in especially Europe, the Middle East, North Africa and Asia, will have a growing need for Nordic Iron Ore’s products.
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SLIDE 4 4 INVITATION TO ACQUIRE SHARES IN NORDIC IRON ORE AB (PUBL) IN CONNECTION WITH THE COMPANY’S RIGHTS ISSUE THE IRON ORE MARKET I ron ore is one of the most important basic metals used in the productjon of both steel and iron. It is thus an important raw material in e.g. machinery, cars and buildings. In pure fjnancial terms, it is the single most impor- tant metal, with annual sales of around USD 225 billion. Prices of iron ore have dropped since 2011, although it is mainly the latest drop in prices that has aturacted the public’s at-
  • tentjon. At the same tjme, there are ten-
dencies that indicate that the protracted price decline is a consequence of a typical bubble efgect, and that a turnaround is close at hand. Following the sharp upswing in prices that took place at the beginning of the 2000s, investment in the iron ore sec- tor increased, resultjng in a sharp increase in capacity. As prices rose, demand for iron
  • re also declined which, in combinatjon with
China’s considerable growth, brought about a shifu in demand from West to East. Chi- na’s atuempt to switch its economy from being investment-focused to more consum- er-focused has, in additjon, been a factor in reducing global demand for most metals. Growth in countries such as China and In- dia has thus markedly changed the shape
  • f global trade in metals today. An example
that can be mentjoned is that steel produc- tjon is ofuen located in connectjon to ma- jor iron ore deposits. For European iron ore companies such as Nordic Iron Ore, access to transport in the form of port and rail con- nectjons, as well as an inexpensive and sta- ble supply of energy, is of great importance. The future of iron ore The Internatjonal Monetary Fund (IMF) pre- dicts a contjnuing drop in the price of met- als, including iron ore, but points out that the trough might soon be reached. On the de- mand side, the Chinese economy contjnues to have major implicatjons for global iron ore
  • demand. However, a sustained slowdown in
China may lead to a further drop in prices in the short term. On the supply side, the low prices have meant that mines with high
  • peratjonal costs have been forced to close.
In the short term, however, the reductjon in supply is not expected to be so extensive as to have a direct impact on the price of iron ore. This is mainly because the low cost
  • f energy keeps the relatjve cost of pro-
cessing the ore low. In additjon, a brighter investment climate in Africa, Asia and South America is expected to contjnue to keep supply intact, despite the closure of many high-cost mines. According to the Interna- tjonal Monetary Fund, the supply-demand balance therefore implies that the low metal prices are expected to persist in the short to medium term. Key factors Taking account of the expected directjon of the price of iron ore, the Company has iden- tjfjed a number of critjcal key factors that it considers crucial for profjtable iron ore ex- tractjon operatjons. The Company’s obser- vatjons are general and pertain to the mar- ket at large. For prosperous and successful
  • peratjons, the following are thus required:
Proximity to the market or access to cost-effjcient transport, as well as access to competjtjve energy prices. The productjon of high-grade iron ore, in
  • rder to be able to aturact premium pricing
and obtain value-in-use premiums. An effjcient productjon process that mini- mises operatjon and maintenance costs at the mine, hence maintaining solid operatjng margins in the business. Iron ore price trend, per tonne, USD The table refers to iron ore imported from China with iron content of 62 per cent. Source: Internatjonal Monetary Fund. 20 40 60 80 100 120 140 160 180 200 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 Source text: Commodity Special Feature from World Economic Outlook October 2015, Internatjonal Monetary Fund.
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SLIDE 5 5 INVITATION TO ACQUIRE SHARES IN NORDIC IRON ORE AB (PUBL) IN CONNECTION WITH THE COMPANY’S RIGHTS ISSUE STRATEGIC POSITIONING T he simple rule for profjtable iron ore min- ing is that the operator that delivers the
  • re out of the ground to the customer at the
lowest cost is the one which ultjmately wins. The fjrst stage, from the mine to refjnement, is about the grade of the ore, effjcient mining and transport. With good deposits, of which there are many in Sweden, it is possible to- day, with the right methods, to produce ore cost effjciently. Nordic Iron Ore is well aware of the chal- lenges that the iron ore industry faces, and the importance of being well prepared for both upswings and downturns on the mar-
  • ket. Therefore, the Company is currently
working on implementjng a modern busi- ness structure equipped for future challeng-
  • es. In the Company’s view, for successful
business operatjons, three key areas need to be optjmised: logistjcs, product quality and
  • effjciency. In light of the current changes on
the global iron ore market, Nordic Iron Ore is mainly working on optjmising the Compa- ny’s abilitjes to meet these three challenges. For several reasons, the current shifu in the market can therefore be seen as positjve for Nordic Iron Ore because the Company is al- ready well-positjoned in all three key areas today. Product quality Nordic Iron Ore will stand out in the steel in- dustry as the producer of one of the highest quality iron ores globally. This is considered positjve for the Company because high- grade iron ore is generally sold at a premium compared to lower-grade iron ore. The rea- son is that high-grade iron ore considerably reduces productjon costs for the steelworks that use iron ore in their steel productjon. With high-grade iron ore, emissions from the steelworks are also reduced. Besides fjnancial advantages, high-grade iron ore thus also presents environmental benefjts. Together with the Company’s cost-effjcient and already advanced infrastructure, there are thus excellent conditjons for generatjng a high operatjng margin in the business that is sustainable in the long term. Logistjcs Nordic Iron Ore has an excellent opportunity to access an effjcient transportatjon system
  • f both rail and a deep water port. The Com-
pany aims to supply customers that provide Nordic Iron Ore with the biggest margins, and where they can be competjtjve with
  • ther suppliers. In order to do so it is im-
portant with a cost effjcient transportatjon
  • system. Because iron ore is not perishable,
a low price is prioritjsed ahead of rapid transportatjon, while at the same tjme the logistjcs chain must work so that customers receive their raw material when it is to be
  • used. Thanks to the locatjon of the deposits,
Nordic Iron Ore has the advantage of being able to capitalise on sunken assets and has therefore everything in place for a smooth- ly functjoning logistjcs chain. To the Com- pany’s advantage is also the fact that iron
  • re mining infrastructure has been in place
since 1878, when the TGOJ line between Grängesberg and Oxelösund was complet- ed, making it possible to start transportjng
  • re from the Gränges mine to the deep-wa-
ter port at Oxelösund, from which it was forwarded, mainly to steelworks in Germany and the UK. At Oxelösund, the ore is loaded
  • nto ships. The port at Oxelösund is free of
ice all year round and can, with a depth of 16.5 metres, also accommodate the largest freighters that can enter the Baltjc Sea. The port currently manages deliveries of iron to the steelworks located adjacent to the port, and is well prepared to manage deliveries from the Bergslagen iron mines. The Com- pany’s advanced logistjcs chain is the basis for cost-effjcient transport of iron ore to customers, even on the other side of the globe. Effjciency Combined with cost-effjcient transport and the potentjal to charge a premium com- pared with most competjtors, the Compa- ny’s strength lies in an effjcient productjon
  • process. With the prevailing state of the
mining industry, the Company sees solid op- portunitjes for effjcient plant and equipment
  • procurement. The conditjons bode well for
Nordic Iron Ore’s ability to further reduce its investment costs and hence strengthen the Company’s profjtability in connectjon with the planned productjon start-up in 2019. Also, the Company’s operatjng expenses tend to decline in line with further cost re- ductjons generated by increasingly ratjonal productjon methods in the mine. As part of the current feasibility study, pilot tests have been performed with ore from Blötberget. Based on knowledge gained from these tests, the Company sees opportunitjes to further reduce its operatjng expenses. The Company has a clear advantage over already
  • peratjonal competjtors in that it can use
the latest tried-and-tested technology when building up the Ludvika mines. This provides solid opportunitjes in terms of choice of effjcient equipment and operatjonal tech-
  • niques. In additjon, Sweden as a natjon is
far ahead in terms of process automatjon, which is now becoming increasingly exten- sive in the mining industry. The Company can benefjt from all the knowledge availa- ble in the Swedish mining industry, so that it may from the very beginning select tech- nical solutjons that enable a high degree of automatjon at its mines and concentrators. Hence, Nordic Iron Ore is considered to cur- rently lay the foundatjon for becoming one
  • f the most process-effjcient iron ore miners
globally. Investment opportunity In order to achieve the set objectjves and create an absolute world-class mining oper- atjon, further investment is needed. For this reason, Nordic Iron Ore is currently in the process of raising capital. Through an investment in the issue, exist- ing shareholders and other members of the general public are being ofgered a unique
  • pportunity to capitalise on the Company’s
intended growth journey. In connectjon with startjng constructjon
  • f the mining facility, the Company intends
to carry out a further new share issue and will consider listjng the shares on an appro- priate trading venue at a suitable tjme for the shareholders, which would allow trading liquidity in the shares. Marketjng brochure – This is a summary of and introductjon to the complete informatjon memorandum prepared by the Board of Directors of Nordic Iron Ore. The brochure is not a prospectus that has been approved and registered by Finansinspektjonen – the Swedish fjnancial supervisory authority. We kindly request that prospectjve investors familiarise themselves with the informatjon memorandum related to the ofger prior to making any kind of investment decision. The informatjon memorandum is available at Nordic Iron Ore’s website (www.nordicironore.se) and Mangold Fondkommission AB’s website (www.mangold.se). The shares covered by the ofger are not intended for persons who are residents of the United States, Australia, Hong Kong, Japan, Canada, Switzerland, Singapore, South Africa or in any other jurisdictjon in which partjcipatjon would require a prospectus, registratjon or other measures than those that follow from Swedish law. The brochure may consequently not be distributed within or to any country or any jurisdictjon in which distributjon or the ofger requires such measures or contravenes the rules of such a country or such jurisdictjon. Disclaimer
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SLIDE 6 Financial advisor Mangold Fondkommission AB Engelbrektsplan 2 SE-114 34 Stockholm Tel.: + 46 8 503 015 50 www.mangold.se Legal advisor Bird & Bird Advokat KB Norrlandsgatan 15 Box 7714 SE-103 95 Stockholm Tel.: + 46 8 506 320 00 www.twobirds.com Nordic Iron Ore Nordic Iron Ore AB Vendevägen 85A SE-182 91 Danderyd Tel.: + 46 240 883 00 www.nordicironore.se www.nordicironore.se