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Odin's own website

https://www.odinpartnership.com/about

GLA

....and (some/one) of his merchant banking/venture capital connections, Odin Partnership...

https://www.mining.com/web/veteran-mining-banker-teams-up-with-former-anglo-american-ceo-to-chase-ma-revival/

.."In his two decades at Bank of America Corp. as a mining banker, Omar Davis worked on several transactions with former Anglo American Plc boss Mark Cutifani. They’ve now teamed up again to set up a merchant bank hoping to capture the recovery in dealmaking.

The duo has joined with other bankers and commodity industry veterans to form London-based Odin Partnership Ltd. Davis said they saw an opportunity as the commodities industry draws interest from a wider range of stakeholders from governments to technology companies trying to navigate a resource-constrained world.

“We’re at a fascinating point in the mining industry right now. There’s just so much happening,” Davis said in an interview. “We’re seeing countries becoming increasingly protective of their resources, and everyone’s finally getting real about the challenges of energy transition and decarbonization.”...

Omar Davis's linked-in shows a short spell at Vedanta Resources, London, after his time at BofA...

https://www.linkedin.com/in/omar-davis-0b05832/

.."Vedanta Resources Limited is a diversified global mining and natural resources company headquartered in London.It is one of the largest mining and non-ferrous metals companies in India, with operations spanning across India, Australia, Zambia, and other countries...."

And Anglo's O'Neill is also part of the Odin team...

.."It’s also brought on former Anglo American technical director Tony O’Neill.

“Our team consists of bankers who have worked on transactions in M&A and capital markets for years, but also people who have operated and run large assets, portfolios or businesses,” Cutifani said.

All interesting background to what is/may be going on....

GLA

.."Mark Cutifani serves as a non-executive director on the Board of Total Energies. He also chairs the board's Sustainability Committee, contributing his extensive experience in mining and energy sectors to guide the company's sustainability initiatives.."

see https://totalenergies.com/congo :

.."TotalEnergies has made significant investments in the Republic of Congo, particularly in the energy and hydrocarbon sectors. The company operates several offshore fields, including Moho Nord, Moho-Bilondo, Nkossa, and others, which contribute substantially to the country's oil production.

Recently, TotalEnergies announced a $600 million investment to boost exploration and maintain production at the Moho Nord field, which accounts for nearly 50% of Congo's daily oil output.

It has a limited 'High St' presence with some 50 gas-stations in-country.

Additionally, TotalEnergies is involved in carbon capture and storage projects, such as the Bateké Carbon Sink project, aiming to plant over one million trees to create natural carbon sinks. The company also operates the Djéno oil terminal and is exploring plans to solarize it.."

Compare / contrast GLEN's opaque, offshore and (mainly, AFAICS) self-serving dealings with C-B and TOTAL's more transparent/public/accountable operations, with visible local economy /environmental impact.

OK, it may be mainly cosmetic PR ...but appearances can and do still matter.

AIUI

..""We are likely destined to accept a significantly lower return." ..

That's a mathematical (805M/677M = 20% approx) certainty.

The great unknown the extent to which that's offset by the implied 'time value of money' effect IF the new scenario - GLEN out; 80% of offtake 'up for negotiation' and 'less inhibited*/more connected' incomers - makes a quicker deal possible.

* less inhibited because of their extremely favourable entry point.

Unless there's a quick deal - for ongoing ZIOC-specific issues or wider economic concerns - then the above arguments are progressively diluted and other factors come into play.

That's why it's particularly important that PI's try to make it to the event - I'm overseas - and tray to get as much hard info as possible...and seeing how the presenters (who talks? will be an interesting one) answer..or don't (maybe even more interesting).

GLA

Today's FT:

"US in exploratory talks with DR Congo over mineral deal

Central African nation seeks military support against rebel offensive in exchange for natural resources"

.." A letter sent to secretary of state Marco Rubio on behalf of Congolese Senator Pierre Kanda Kalambayi late last month proposed that DR Congo could give US companies extraction rights for mining projects, and collaborate on developing a strategic stockpile of minerals.

In exchange, the letter requests American support for training and equipping Congolese armed forces.

While the terms of a deal have yet to be worked out, the interest shown by the US underscores the Trump administration’s focus on acquiring access to resources around the world.

Since taking office, President Donald Trump has proposed that the US should take control of Greenland and has advocated a minerals deal with Ukraine, which is expected to be signed soon.

Greater US involvement in DR Congo would provide a counterweight to China’s influence and the Chinese companies that control most large mining operations there...."

Not clear whether the US would be positively interested in Zanaga/C-B, but maybe an indication that they'd be more negative to the resource falling into 'unfriendly' hands.

Let's see whether Trump continues to support the Biden (belatedly given) support for Lobito Corridor.

Ho hum.

GLA

.."We are likely destined to accept a significantly lower return."..

Well, that's a given, since there'll be about 805M shares in issue i/o 677M or so, roughly a 20% increase.

OTOH, there's seemingly the LIKELIHOOD of a quicker deal than hitherto - on the basis of GLEN out; offtake rights now a carrot; and a 'less inhibited*/maybe better-connected' team of motivated players...

*'less inhibited because of their peppercorn entry price'.

If - for deal-specific or macro reasons - the process continues to be drawn out, then that argument falls away and the dynamics may play out differently.

I hope as many as possible make it to the Event, ask as many probing Qs as possible and report back on (a) what was said and (b) if possible, what was NOT answered.

GLA

Today's FT:

"US in exploratory talks with DR Congo over mineral deal

Central African nation seeks military support against rebel offensive in exchange for natural resources"

.." A letter sent to secretary of state Marco Rubio on behalf of Congolese Senator Pierre Kanda Kalambayi late last month proposed that DR Congo could give US companies extraction rights for mining projects, and collaborate on developing a strategic stockpile of minerals.

In exchange, the letter requests American support for training and equipping Congolese armed forces.

While the terms of a deal have yet to be worked out, the interest shown by the US underscores the Trump administration’s focus on acquiring access to resources around the world.

Since taking office, President Donald Trump has proposed that the US should take control of Greenland and has advocated a minerals deal with Ukraine, which is expected to be signed soon.

Greater US involvement in DR Congo would provide a counterweight to China’s influence and the Chinese companies that control most large mining operations there...."

Not clear whether the US would be positively interested in Zanaga/C-B, but maybe an indication that they'd be more negative to the resource falling into 'unfriendly' hands.

Let's see whether Trump continues to support the Biden (belatedly given) support for Lobito Corridor.

Ho hum.

GLA

Not for C-B, at least, not this time... but shows they're the 'go to' people for W African port facilities.

https://www.africa.com/arise-iip-secures-450-million-afreximbank-facility-for-industrial-parks-special-economic-zones-development

.."In a significant move aimed at boosting industrial development across Africa, African Export-Import Bank (Afreximbank) (www.Afreximbank.com) signed a US$450 million global credit facility with ARISE IIP, the leading pan-African developer and operator of world-class industrial parks. This financing will support the development of industrial parks and Special Economic Zones (SEZ), while also providing crucial trade finance support to businesses operating within the ARISE IIP ecosystem.

The US$ 450 million, granted in the context of Afreximbank’s strategic objective of promoting, facilitating, and supporting Africa’s industrialisation ecosystems, is part of a proposed US$ 800-million facility to support ARISE IIP in developing Industrial Parks (IPs) and SEZs in such countries as Nigeria, Cote d’Ivoire, Chad, Kenya, Democratic Republic of Congo (DRC) and Malawi, among others.

Under the terms of the facility agreement, ARISE IIP will deploy US$ 300 million to finance working capital requirements for its operating Industrial Parks (GDIZ-Benin, PIA-Togo, LAHAM TCHAD-Chad, PEIA-Cote d’Ivoire and BSEZ-Rwanda) and for capital expenditures for the development of new industrial parks in DRC, Kenya, Chad, Nigeria and Cote d’Ivoire. .."

GLA

Not for C-B....at least, not this loan, but shows they're the 'go to' people for W African port facilities.

https://www.africa.com/arise-iip-secures-450-million-afreximbank-facility-for-industrial-parks-special-economic-zones-development

.."In a significant move aimed at boosting industrial development across Africa, African Export-Import Bank (Afreximbank) (www.Afreximbank.com) signed a US$450 million global credit facility with ARISE IIP, the leading pan-African developer and operator of world-class industrial parks. This financing will support the development of industrial parks and Special Economic Zones (SEZ), while also providing crucial trade finance support to businesses operating within the ARISE IIP ecosystem.

The US$ 450 million, granted in the context of Afreximbank’s strategic objective of promoting, facilitating, and supporting Africa’s industrialisation ecosystems, is part of a proposed US$ 800-million facility to support ARISE IIP in developing Industrial Parks (IPs) and SEZs in such countries as Nigeria, Cote d’Ivoire, Chad, Kenya, Democratic Republic of Congo (DRC) and Malawi, among others.

Under the terms of the facility agreement, ARISE IIP will deploy US$ 300 million to finance working capital requirements for its operating Industrial Parks (GDIZ-Benin, PIA-Togo, LAHAM TCHAD-Chad, PEIA-Cote d’Ivoire and BSEZ-Rwanda) and for capital expenditures for the development of new industrial parks in DRC, Kenya, Chad, Nigeria and Cote d’Ivoire. .."

GLA

Seems to fit...

'“We will stay out of the big five [Rio Tinto, BHP, Glencore, Anglo and Vale] while we cut our teeth,” says Cutifani. “We’re going into the smaller to medium-sized companies; guys who are looking at investing but want operating experience, project execution and [the knowledge of] how to tie these things into different market strategies.'

GLA

.."If they had bought in at the 10p share price at the time, I think we would already be over 20p..."

You have to consider the interplay between (1) GLEN, (2) Elphick/Guava ('rump ZIOC') and (3) the new investors :

(1) wants out, (2) wants to avoid excessive dilution AND/BUT needs a certain amount of working capital, (3) is the 'swing provider', at/for a price.

That price was 4.1p, a level that reconciled conflicting/competing goals and enabled everyone to come away with a deal that met their (core) objectives.

AFAICS

Hi MM,

Thanks for this.

(1) I agree that it seems likely that the opportunity arose because of GLEN's evolving needs - MK says as much in his 'soft interview', when he states clearly that the catalyst was' an offer from GLEN'.

(2) I'm not so sure about the argument that the Strategics were poised to sign (I paraphrase) but were held back by GLEN's offtake agreement.."which meant that the future revenue stream to ZIOC was unclear. Unclear revenue meant finance was not available on ZIOC's retained portion of Zanaga, ie the other 50%. .."

The terms of the Nov 22 Acquisition agreement included, re marketing :

.." MPD will receive full payment for each shipment once it has arrived at Glencore Projects' nominated discharge port, in each case subject to the detailed provisions of the Marketing Agreement...", which would surely give Strategics sufficient certainty re (a) payment and (b) quantum (net).

(3) It's worth re-reading that RNS in light of the new situation, esp re (a) read-across re Takeover Code threshold shareholding levels for corporate action/offers and (b) the significance of the GIS marketing-cum-offtake agreement : it was a condition of Greymont's subscription, but not explicitly stated what the relationship between these two newco's is.

The cynic in me says that - to the extent it's a 'sweetheart' deal - our new shareholders are no doubt even more incentivised to get a deal across the line...

ATB ...and GLA

Hi StarBright/shaun86,

If it helps, I see the incomers as useful cut-outs/intermediaries , who can have non-binding/exploratory 'over a pint' - or bottle of expensive wine!- discussions with useful counterparts, who may be in a position to contribute to clearing a pathway forward.

I'm not sure who 'speaks for the Chinese' in this process - I'm sure they're a key element in the transaction...and seem to be the 'dog that hasn't barked' - so far.

We're overdue news on the EPC contractor and the hydroelectric status ('MoU' only, so far), I hope we hear more specifics pre - meeting.

PS I see in passing that 12 > 30 Mtpa will now apparently require a 2nd slurry pipeline...

GLA and ATB

Hi Mitch984,

.."However some, like me, are getting on in years and really would like to see a profitable exit point within the next two years..."

This certainly resonates with me (;->) - and, more importantly - I'm sure, with our 'principals' and 'advisers' : no doubt they were all hoping for a quick flip, back in 2014, when the market (and other factors- GLEN?) delayed things.

They too are a decade+ older.

Elphick's other public stake - in GEMD- has gone nowhere in the interim. I'm sure he (and his peer group- the S African Lithuanian Jewish mafia ) are not on their uppers....but equally sure that a 'result' would be welcome.

FWLIW, I think the lock-in is the key :

- the incomers want to make sure they've not been sold a pup;

- Elphick and co want some assurance - having agreed, for them, painful dilution ( see passim) - that the incomers will break the historic log-jam. (Getting GLEN out of the picture and keeping 80% of offtake as a 'carrot' in negotiations is massive, IMO);

- Elphick and co have said '6 months' ....but extendible (see your precedent);

- IF a 'good enough' deal can be struck within 6 months, incomers can lean/count on Elphick + to agree, without likely needing to put things to a vote;

- IF it will take longer - but looks worthwhile- they can still count on Elphick+ to help them close/commit with confidence.

- Elphick + retain the ultimate right to veto/not support...which seems consistent with everything they've worked for-and how they've structured things, AFAICS/AIUI - so far.

That's me with my optimist hat on.

Comments/corrections/nuances, as ever, welcome!

ATB

Hi Shaun

Thanks for this.

And consider that Guava is the minor player at that stage...and maybe still.

Garbet broke up and mostly moved its investors to below the non- declarable level.

I believe that these folk have been the main subscribers to the Shard 'managed' subscriptions - a form of 'rolling placement' over the years - that has kept most shares in friendly hands.

I see the lock-in of Guava AND ASSOCIATES as very consistent with this thesis.

TIme will tell!

ATB

Poking around a bit, I see that Greymont Bay LLC itself was only set up, in Delaware, on 14th January 2025.

Interesting timing, given that that the (unexpected?) GLEN pay-off was agreed 27th December 2024 (reported by Africa Intelligence 10th Feb); there was the rushed mid-afternoon RNS 2nd Jan, inviting shareholders to an 11th Feb (since cancelled) meeting; the 3rd Feb RNS 'Power solutions' MoU ; and the 7th Feb Investor event invite for 18th March.

This timeline certainly appears to put some of the above Q's in context and make some greater detail and clarity necessary.

It also increases the importance of folk making it to the meeting and - if necessary - 'badgering' the ZIOC representatives. That tactic seems to have worked for GLEN...

GLA

Poking around a bit, I see that Greymont Bay LLC itself was only set up, in Delaware, on 14th January 2025.

Interesting timing, given that that the (unexpected?) GLEN pay-off was agreed 27th December 2024 (reported by Africa Intelligence 10th Feb); there was the rushed mid-afternoon RNS 2nd Jan, inviting shareholders to an 11th Feb (since cancelled) meeting; the 3rd Feb RNS 'Power solutions' MoU ; and the 7th Feb Investor event invite for 18th March.

This timeline certainly appears to put some of the above Q's in context and make some greater detail and clarity necessary.

It also increases the importance of folk making it to the meeting and - if necessary - 'badgering' the ZIOC representatives. That tactic seems to have worked for GLEN...

GLA

Perhaps we could brainstorm a list of Q's to be asked by those able to attend (I'm overseas).

If several attendees have copies of a list, they could take it in turns to ask questions or follow-ups....

I'd like to kick off with :

(1) More granular info re 'Greymont Bay' :

(a) are Cutifani/ Trahar Senior/Mitchell investors or advisers?

(b) What is Heeney Capital's FUM and what is its investment in ZIOC and pls name other investments (I can only find calistocobre.com)

(2) What is Sir Mick's investment?

(3) More details re 'founder of a Saudi Arabian investment fund', pls.

(4) Re GIS 20% offtake, identities of the 'consortium of strategic industry entities seeking to develop integrated steel facilities supplied by high-grade pellet feed iron ore to the Americas and the Middle East '.

(5) Hat tip to Jiving : Pls explain why the Project NPV has changed to USD 5.7 Bn.

Feel free to add other Q's to the list !

And -if those planning to attend make themselves known - one of them can collate/print out, etc.

TIA

Perhaps we could brainstorm a list of Q's to be asked by those able to attend (I'm overseas).

If several attendees have copies of a list, they could take it in turns to ask questions or follow-ups....

I'd like to kick off with :

(1) More granular info re 'Greymont Bay' :

(a) are Cutifani/ Trahar Senior/Mitchell investors or advisers?

(b) What is Heeney Capital's FUM and what is its investment in ZIOC and pls name other investments (I can only find calistocobre.com)

(2) What is Sir Mick's investment?

(3) More details re 'founder of a Saudi Arabian investment fund', pls.

(4) Re GIS 20% offtake, identities of the 'consortium of strategic industry entities seeking to develop integrated steel facilities supplied by high-grade pellet feed iron ore to the Americas and the Middle East '.

(5) Hat tip to Jiving : Pls explain why the Project NPV has changed to USD 5.7 Bn.

Feel free to add other Q's to the list !

And -if those planning to attend make themselves known - one of them can collate/print out, etc.

TIA

Https://www.mining-journal.com/london-to-a-brick/opinion-articles/4410371/rough-smooth-miners-guinea

..."The rough and the smooth for miners in Guinea

Western resource groups must play by junta chief’s rules

Richard Wachman

04 March 2025

Guinea is ruled by a military junta and located in West Africa, but unlike other Sahel countries, it has no intention of bashing foreign investors, whether from East or West.

It prefers to exert more behind-the-doors pressure. It has pushed Rio Tinto and various Chinese miners to get a move on with the construction of the Simandou high grade iron ore mine complex and related infrastructure. Now, it's full speed ahead.

The regime, led by renegade general Mamady Doumbouya is determined to modernise the economy and bring wider prosperity. That means turning up the heat for foreign companies with even small Western miners in his line of fire. Look no further than events at Channel Islands-based Alufer Mining whose British CEO is Jeff Couch.

Alufer is controlled by Orion Resources and its main asset in Guinea is the Bel Air bauxite mine.

Couch and his backers at Orion want to sell Bel Air to Indian group Rescom Holdings but the deal is being delayed, according to a report by Africa Intelligence. One reason is because Conakry WANTS THE BUYER TO GET INVOLVED IN THE BUILDING OF AN ALUMINA REFINERY, the first stage of bauxite processing.

That may be a small example of Guinea's endeavours to take more control of the value chain. But it surely has read-across implications for the amount of processing the junta may like Rio and the Chinese to undertake during the construction of Simandou.

There's the environmental question, too. The risk of reputational damage has long lurked at Simandou as iron-ore laden trains will have to pass through rain forests inhabited by endangered species of forest elephants and chimpanzees. To boot, fingers have been pointed at the less than glowing green record of Chinese bauxite miners in the country. But the Guineans worry about the environment. Alufa was fined after a ship carrying bauxite sank in the Atlantic causing pollution in 2023.

Selling Bel Air to Rescom could prove a hard nut to crack. Reskom may not want to help build a refinery in Guinea as buying Bel Air was a way to supply its own refineries in India. It's wait and see time...."

Note that Orion has just partnered up with AbuDhabi's ADQ, see

https://www.adq.ae/newsroom/adq-and-orion-resource-partners-to-establish-usd-1-2-billion-abu-dhabi-based-joint-venture-to-invest-in-and-secure-the-supply-of-strategic-metals-and-minerals/

Lots of moving parts....could AbuDhabi Inc be back in the frame as a potential Strategic?

GLA and ATB