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Thanks, Jiving. Missed that.

If posted 1st July, that adds to the impression that the team/ lawyers/Shard had a very busy weekend.

If financial reporting is indeed a snapshot, at 30 Jun 2024 the loan won't have been settled (though obviously addressed in post-balance sheet events and any 'going concern' comments).

So why the almighty rush ?

AFAICS, the sequence of events (as I laid out) doesn't make clear who (or what) was the driver for the SCM pre-sale of shares that hadn't formally been authorised, much less issued.

Add to that the last-minute introduction of 'a subscription by Glencore to part settle the Glencore Facility prior to the Due Date," - a casual possibility that turned into a reality the very next business day - and you have to wonder if the quantum (more specifically %age shareholding) of the major shareholders has suddenly become an issue.

Especially given today's reveal that the 14.4m was a 'block sale' , albeit only 2.14% out of the current 673.8m currently issued, 668.7 placed , 5.1m (out of 24m) still with SCM available for subscription (AIUI).

Damned if I can see what it might be though!

Any ideas ?

ATB

This earlier Proactive, from MK, appears to have slipped under the radar

https://lnkd.in/eSSQJy_9

Date not clear , about 2 weeks ago.

Mostly boiler-plate stuff, but some things caught my eye :

- MK made quick ref to results, then to a somewhat contrived ( I felt) ref to it being the original SMC deal that 'led to the Chinese EPC' work;

- then segued (@1:30) into the updated FS and covered late 2022 'full transparency and interest from Strategic Investors;

- mentioned FEED prep as 'under way' (?), re-engaging the 2014 consultants;

- @ 3:30 speaks of new tech re both hematite and magnetite, prospect of reducing risk, costs and increasing viability;

-@4:00 talks of new SMC facility and GLEN's $300K subscription 'solidifying' the ZIOC/GLEN relationship;

- concludes with message re 'very exciting future for Zanaga'.

Observations :

- MK hasn't - it would seem - been subject to a 'gag order' post his initial (indiscreet ? ill-advised?) HR interview;

- although many of the 30+ 'likes' were from HR types;

- one like was from Mitsubishi Iron Ore Business and Investment (middle management?);

- only comment was from David Leys (quondam poster on this board) who's asked several pertinent questions re timeline(s) etc, without obvious reply (at least, here).

Main takeaway (implied) : MK not obviously in the dog-house.....

Other assessments welcome!

GLA

Must have missed this :

https://lnkd.in/eSSQJy_9

Date not clear , about 2 weeks ago.

Mostly boiler-plate stuff, but some things caught my eye :

- MK made quick ref to results, then to a somewhat contrived ( I felt) ref to it being the original SMC deal that 'led to the Chinese EPC' work;

- then segued (@1:30) into the updated FS and covered late 2022 'full transparency and interest from Strategic Investors;

- mentioned FEED prep as 'under way' (?), re-engaging the 2014 consultants;

- @ 3:30 speaks of new tech re both hematite and magnetite, prospect of reducing risk, costs and increasing viability;

-@4:00 talks of new SMC facility and GLEN's $300K subscription 'solidifying' the ZIOC/GLEN relationship;

- concludes with message re 'very exciting future for Zanaga'.

Observations :

- MK hasn't - it would seem - been subject to a 'gag order' post his initial (indiscreet ? ill-advised?) HR interview;

- although many of the 30+ 'likes' were from HR types;

- one like was from Mitsubishi Iron Ore Business and Investment (middle management?);

- only comment was from David Leys (quondam poster on this board) who's asked several pertinent questions re timeline(s) etc, without obvious reply (at least, here).

Main takeaway (implied) : MK not obviously in the dog-house.....

Other assessments welcome!

GLA

.."

A block sale is when a large amount of shares or other financial instruments are sold in a single transaction. This can be advantageous for both the buyer and seller, with the seller receiving quick liquidity and the buyer getting the opportunity to buy a large number of shares at a price below market value..."

ZIOC didn't need this amount of liquidity

We can argue/ speculate as to why the buyer got the opportunity.

Or am I reading too much into this?

GLA

.."

A block sale is when a large amount of shares or other financial instruments are sold in a single transaction. This can be advantageous for both the buyer and seller, with the seller receiving quick liquidity and the buyer getting the opportunity to buy a large number of shares at a price below market value..."

ZIOC didn't need this amount of liquidity

We can argue/ speculate as to why the buyer got the opportunity.

Or am I reading too much into this?

GLA

..and can't provide a link, in support....

If it's a pump, it needs a bit more water to work, IMO...

Interesting ref to 'block' sale, suggests to single party.

Rest of wording also suggests settlement seen as some kind of condition precedent.....although maybe only in Zioc's own eyes...

Fanciful ?

Moi?

GLA

Interesting ref to 'block' sale, suggests to single party.

Rest of wording also suggests settlement seen as some kind of condition precedent.....although maybe only in Zioc's own eyes...

Fanciful ?

Moi?

GLA

Https://www.afr.com/companies/mining/fortescue-puts-hydrogen-on-backburner-with-700-jobs-cut-20240717-p5jufj

Sees the light and says 'green' hydrogen is currently uneconomic, will double down on 'green' electricity.

.."The concession comes after a six-year period in which Dr Forrest was one of the world’s leading advocates for hydrogen and as Fortescue works to break down a corporate structure that had previously treated its energy and iron ore mining divisions as separate companies.

The decision out of Perth stokes speculation the Albanese government’s flagship Hydrogen Headstart program, which proposes a $2 per kilogram subsidy to hydrogen producers, may be insufficient to spur the industry into commercial reality. Woodside Energy has struggled to get a US hydrogen project signed off without enough customers willing to pay a premium for low carbon fuels.

Dr Forrest said lower energy prices were the priority for world leaders at a time when war in Ukraine and the Middle East had roiled commodity markets, driven up the cost of energy and challenged the economics of hydrogen, which is more expensive than natural gas.

“In that environment you’re not going to bring in major sources of green hydrogen, which relies on cheap energy prices,” he said.

“We are not going to swim against the tide.”

If you're not 'de-carbonising' via 'green' hydrogen (as opposed to natural gas-driven 'blue' hydrogen), a switch to higher quality ore is a mitigant.

Fortescue is covering this angle via FMG's existing interest in Belinga and a green iron project in Pilbara.

GLA

Hi Mitch984,

At the risk of sounding like a broken record, I think the C-B country risk may be the (overlooked) reason :

In its favour, Guinea has a long and successful track record in mining, albeit bauxite not iron ore, including downstream (refining etc) ...and there's a lot of mining history experience (local and expat) to call on.

OK, politically, it's had a coup recently (2021) - but after constitutional abuse by the then President - but seems to be playing with a relatively straight bat :

.."Unlike other military putschists in West Africa, the Guinean junta has engaged with ECOWAS and maintained a prohibition on leaders in the transitional military authority serving in a new government.

Guinea’s situation is unique because the military ousted a president who had violated the Constitution’s two-term limit, despite widespread protests against the term limit extension.

The junta has allowed some public debate on constitutional reforms, including executive appointments oversight, protection for independent bodies, and reinforcing the two-term presidential limit.

Elections are due by Dec 2024."

C-B has a history of mine expropriation (hence the recent Sundance news may be a positive) ...and next Presidential elections are due in 2026

Big Den is 81 years old and AIUI is currently serving his last (Constitutionally 'allowed') 5 year (authoritarian) term...with no obvious successor in sight.

Compare and contrast....

AFAICS

Hey MM,

.."I'll speculate on the identity of the 'insider'..."

except I don't think you did.

My guess is SMC (not an 'insider insider', but with 'implied ' credibility) , driven by founder/promoter 'tag-along' rights...and I've taken the trouble to detail the timeline inconsistencies in Tranche availability that support that view.

Over to you!

GLA

And - consistent with the hypothesis that there's some movement inside Congo that MAY be ZIOC-related - there's this, from an earlier post , relevant bit in caps :

Announced 1st July 2024

hxxps://www.sundanceresources.com.au/irm/content/company-updates.aspx?RID=468

.."Following a mediated discussion THAT CONGO HAD RECENTLY INITIATED with Sundance, we are pleased to announce the execution of a binding but confidential and conditional settlement agreement (“Conditional Settlement”) between Sundance, Congo Iron SA and Congo (“The Parties”) which is meant to settle the ongoing and previously announced dispute between The Parties before the International Court of Arbitration of the ICC (“ICC”).

If the cash funds are disbursed as agreed in the Conditional Settlement, then the ICC arbitration will end; conversely, if the funds are not received in due course and for the full amount, then the arbitration will continue undisturbed with the hearing now expected to be held in Paris midNovember this year.

If successful, the Conditional Settlement IS INTENDED TO OCCUR BY NO LATER THAN THE END OF SEPTEMBER 2024. Sundance will further update shareholders as more certainty is achieved..."

This may just be a normal 90 day settlement period, but it also coincides with a point when, per MK, there ought to be a lot of FEED-related legal tidying-up going on.

GLA

..

'Twiggy' Forrest has shown - from FMG's bid for Simandou in Guinea and his ongoing interest in DRC's Grand Inga Dam project that he's conceptually prepared to work in 'difficult' countries.

His interest in things environmental would also resonate with Big Den's 3 basins initiative. And - FWLIW - AT mentioned him / FMG as one of the parties they'd had desultory (?) conversations with over the years.

However, he's also pursuing Belinga in neighbouring Gabon, see

https://stockhead.com.au/resources/monsters-of-rock-andrew-forrest-finds-his-own-simandou-like-iron-ore-project/

and seems to have his hands full there

https://fortescue.com/news-and-media/news/2023/12/04/fortescue-ships-first-product-from-belinga-iron-ore-project-in-gabon.

GLA

....Once on the Gabon side, the video includes shots of the cable-car system that ran until the 80's for the export of manganese from Gabon to the Congo border where it was transhipped via the (now delapidated and mostly abandoned) Congo Ocean railway down to Pointe Noire.

On the Congo side, the rider passed Mayoko, whence Sapro Mayoko managed a couple of shipments of iron-ore a few years ago, until that stopped after a series of derailments.

It's hard to imagine a fleet of 40-ton trucks (at least 70 per day) on these roads, during the wet season, delivering enough ore to Franceville to meet even a 1 million tpa target under the mooted EPP.

A bit of a 'reality check', IMO.

ATB

Hi Catbert,

This video shows a motorbike ride from Moussendji rail station in Congo (a -cough! - proposed rail route for Zanaga to Pointe Noire) heading up-country towards Franceville in Gabon.

https://www.youtube.com/watch?v=I0jZ3u8m7-c

Gives a flavour of the 'actualite' !

HTH and ATB

Ashmore latest :

.."Argentina: President Javier Milei postponed increases to fuel taxes and utility prices that would have added 1.2% to monthly inflation. Argentina has been running a budget surplus over the first five months of the year, reducing the urgency of increasing tax revenues and allowing the President to eliminate economic distortions at a more cautious pace.

Last Thursday, Finance Minister Luis Caputo said “energy tariffs are a fine harmony between reducing subsides and inflation… but the priority is to lower inflation.” He reiterated that Argentina would not devalue the peso again..."

Hi MM,

It's certainly interesting looking at the sequencing of events/RNS's.

First, some nuances :

(1) Catbert's 'non-denial denial' is even more obvious when highlighted : .. is not CURRENTLY in ACTIVE discussions around a transaction of any nature AT THIS TIME. Plenty of 'wiggle room' there!

(2) The 'rush to complete' over the weekend was even more complex than you suggest, because the 12m of Tranche 3 (insufficient for requirements, hence the 2024 ESA), was not only unused but not even ISSUED.

(3) Maybe worth noting that GLEN's $ 300K + Elphick's $ 20K subscriptions, total $320K, is conveniently or coincidentally 50% of ZIOC's net cash obligations, as reported 'after hours' on Friday 28th viz .."The Company's cash balance at 27 June 2024 was US100k, with US$740k of drawn debt and accrued interest under the Glencore Facility .."

As to the timeline :

- The 28th Friday after hours RNS suggests 'business as usual' : we've reporting on first two tranches, we WANT (= future tense) to exercise the option and issue the 3rd (so we'll give notice accordingly) , oh by the way, we propose entering into a new facility the 2024 ESA...1st Tranche will provide for weekly, then fortnightly settlement.

- However, in the first RNS @0700 Monday 1st July, we read

.."on 29 June 2024 (= a busy Saturday) the Company gave notice that it WILL (future tense) issue the final tranche of shares ("Existing ESA Tranche 3") relating to the Company's existing equity subscription agreement with SMC ("Existing ESA"), authorised the issue of the Existing ESA Tranche 3 shares, entered into a new equity subscription agreement with SMC ("2024 ESA") in accordance with the terms outlined earlier today, and authorised the issue of the first tranche of shares in accordance with the 2024 ESA .."

While in the second RNS, also timed at 0700, we read :

.."On 28 June 2024, Friday, SMC subscribed (= already) for 12 million shares ... in ZIOC, as part of the final third tranche of the 2023 ESA.."

Then in the 3rd RNS @ 0731, we're told : .." that, further to ZIOC's announcements on 28 June 2024 Shard Merchant Capital Ltd ("SMC") has approached ZIOC to request a waiver to the share trading limitations imposed by the equity subscription agreements entered into between SMC and ZIOC in 2023 and 2024 respectively, allowing SMC to sell a block of ZIOC shares expected to be in the order of 14,380,953 shares at a price of 5.25 pence per share ....

Oops!

As to who benefits ? SMC pre-sold shares it knew it didn't have, at a depressed price (and from which it doesn't benefit greatly -5% commission). ZIOC was nevertheless willing to go along. 14.4 M shares (£720K is more than its usual 'run rate'. The 5.25p is v close to other 'internal' compensation.

My guess is that these went to founder investors ex Garbut (Howarth et al), under a founders' 'tag-along rights' clause, some maybe (less likely) to consultants etc as PIK...

AFAICS.

HTH

Thanks for that nuance / matiz, Mr M.

The true story - which we' ll probably never hear, would surely make a good telenovela !

ATB

.."I happen to think that the loan repayment was arranged to facilitate a finance agreement on FEED ahead of 31st July, if so then any day now..."

Well, it's certainly common for a prospective lender to require AT THE LEAST that its funds go towards the intended purpose and not be diverted /applied to other purposes.

By the same token, the prospective lender MAY be seeking to establish its place - maybe even a preferred one- in the eventual hierarchy of creditors.

ZIOC being debt-free admits both possibilities.

A pre-end July development would be a material over-deliver by MK, if it transpires, that's for sure!

GLA

Hi Mr M

.." Argentines are obsessed with the idea that the Eskenazis paid for YPF shares with corrupt money. A significant portion of the population believes that the Eskenazi family is secretly behind Burford, orchestrating everything. This is absurd..."

Surely it's a case of the second - the notion of Eskenazi as string-pullers being ABSURD (given the role of the liquidator and other competing creditors - ahead of the Eskenazi - for any case proceeds), whilst the case for Eskenazi corrupt dealings at the outset being at best NOT PROVEN (in the Scottish legal sense) ?

There certainly seems to be plenty of circumstantial evidence of dirty dealings, at least per this article from La Nacion, Argentina's leading conservative newspaper

https://www.lanacion.com.ar/politica/una-de-las-tramas-de-corrupcion-e-ineptitud-mas-impactantes-de-la-era-kirchnerista-nid12042023/

Summarising, I hope fairly : The story started (per La Nacion) over 30 years ago in Santa Clara province (base of the eponymous Eskenazi bank, and where Kirchner was province governor); involves Credit Suisse as depositor of the province's (irregularly held offshore) funds and coincidental provider of a (equivalent?) credit line for Eskenazi's Petersen start-up); involves the same Kirchner who first proposed YPF privatisation and years later - when President - sanctioned YPF's eventual privatisation terms that included (a) handing executive management of the oilco to a (minority shareholder) Eskenazi who had no sector experience; and (b) 'sweetheart' terms that meant the Eskenazi 'investment' would be financed out of (as it turned out 'overgenerous') YPF dividends.....*

* with the irony that - after a subsequent Eskenazi/ Kirchner family (Christina) fallout - the flip-side of overgenerous dividends (= a woeful and damaging lack of re-investment in YPF's business) was later one of the main arguments for re-nationalisation/expropriation.

Occam's razor suggests there's an obvious explanation for the otherwise 'odd' Eskenazi/Kirchner behaviour; at the very least, the Argentines with their love of 'asado' would surely observe that there's rarely smoke without fire...;->

AFAICS

As ever, if I've misrepresented La Nacion's article -or its thesis is fundamentally flawed - I'd welcome your (or others') feedback .

The YPF story already has more twists, turns and improbable coincidences than a Jeffrey Archer novel, this latest news re purported acquisition of the Spanish BBVA network just adding (potentially) to the anthology : What's left after : Not a penny more, not a penny less; A twist in the tale; Only time will tell; and - perhaps most appropriately - Shall we tell the President ?

ATB and GLA