Notice to
ASX/LSE

Conditions on Simandou investment now
satisfied
16 July 2024
All conditions have now been
satisfied for Rio Tinto's investment to develop the Simandou
high-grade iron ore deposit in Guinea, including the completion of
necessary Guinean and Chinese regulatory approvals. The transaction
is expected to complete during the week of 15 July 2024.
Along with the recent approval by the
Board of Simfer[1], this allows Simfer to
invest in and fund its share of co-developed rail and port
infrastructure being progressed in partnership with Winning
Consortium Simandou[2] (WCS), Baowu and the Republic of
Guinea.
More than 600 kilometres of new
multi-use trans-Guinean railway together with port facilities will
allow the export of up to 120 million tonnes per year of mined iron
ore by Simfer and WCS from their respective Simandou mining
concessions in the southeast of the country[3]. Together, this will be the largest
greenfield integrated mine and infrastructure investment in
Africa.
Rio Tinto Executive Committee lead
for Guinea and Copper Chief Executive Bold Baatar said: "We thank
the Government of Guinea, Chinalco, Baowu and WCS for their
partnership in reaching this milestone towards developing the world
class Simandou project.
"Simandou will deliver a significant
new source of high-grade iron ore that will strengthen Rio Tinto's
portfolio for the decarbonisation of the steel industry, along with
trans-Guinean rail and port infrastructure that can make a
significant contribution to the country's economic
development."
Under the terms of the transaction,
Simfer will acquire a participation in the WCS project companies
constructing rail and port infrastructure, commit to perform a
portion of the construction works itself and commit to funding its
share of the overall co-developed infrastructure cost, in an
aggregate amount of approximately $6.5 billion (Rio Tinto share
approximately $3.5 billion)[4].
Chalco Iron Ore Holdings Ltd
(CIOH) has now paid its share of capital
expenditures incurred or required by Simfer to progress critical
works up to completion. A first payment of approximately $410
million, for expenditures until the end of 2023, was made on 28
June 2024, and a second payment of approximately $575 million, for
2024 expenditures, was made on 11 July 2024. These amounts
settle all expenditures incurred to date.
The co-developed infrastructure
capacity and associated cost will be shared equally between Simfer,
which will develop, own and operate a 60 million tonne per
year[5] mine in blocks
3 and 4 of the Simandou Project, and WCS, which is developing
blocks 1 and 2.
Under
the co-development arrangement, Simfer and WCS will deliver
separate infrastructure scopes to leverage expertise. Simfer will
construct the approximately 70 kilometre Simfer spur rail line and
a 60 million tonne per year transhipment vessel (TSV) port, while
WCS will construct the dual track approximately 536 kilometre main
rail line, the approximately 16 kilometre WCS spur rail line and a
60 million tonne per year barge port.
Once
complete, all co-developed infrastructure and rolling stock will be
transferred to and operated by the Compagnie du Transguinéen (CTG)
joint venture, in which Simfer and WCS each hold a 42.5% equity
stake and the Guinean State a 15% equity stake[6].
First production from the Simfer
mine is expected in 2025, ramping up over 30 months to an
annualised capacity of 60 million tonnes per year5 (27
million tonnes Rio Tinto share). The mine will initially deliver a
single fines product before transitioning to a dual fines product
of blast furnace and direct reduction ready ore.
Simfer's capital funding requirement
for the Simandou project as a whole is estimated to be
approximately $11.6 billion, of which Rio Tinto's share is
approximately $6.2 billion, broken down as follows.
US dollars in billions (nominal
terms)
|
Simfer capex
|
Rio Tinto share
|
Mine and TSVs, owned and operated by
Simfer
|
|
|
Development of an initial 60Mt/a
mine at Simandou South (blocks 3 & 4), to be constructed by
Simfer
|
$5.1
|
$2.7
|
Co-developed infrastructure, owned
and operated by CTG once complete
|
|
|
Simfer scope (funded 100% by Simfer during
construction)
Rail: a 70 km rail-spur from Simfer
mine to the mainline, including rolling stock Port: construction of a
60Mt/a TSV port
|
$3.5
|
$1.9
|
WCS scope (funded 34% by Simfer during
construction)
Port and rail infrastructure
including an approximately 552 km trans-Guinean heavy haul
rail system, comprised of a 536 km mainline and a 16 km WCS rail
spur
|
$3.0
|
$1.6
|
Total capital expenditure (nominal
terms)
|
$11.6
|
$6.2[7]
|
Rio Tinto's share of expected
capital investment remaining to be spent from 1 January 2024 is to
be $5.7 billion. Rio Tinto's expected funding requirements for 2024
and 2025 are included in its share of capital investment guidance
for this period, with project funding expected to extend beyond
this timeframe.
Further details on the Simandou
project can be found in the 2023 Investor Seminar presentation
at https://www.riotinto.com/en/invest/investor-seminars.
As Chinalco, Baowu, China Rail
Construction Corporation and China Harbour Engineering Company are
Chinese state-owned entities, and given Chinalco indirectly holds
11.2% of shares in the Rio Tinto Group, they, and WCS, may be
considered to be associates of a related party of Rio Tinto for the
purpose of the UK Listing Rules. Rio Tinto's funding commitment
pursuant to the infrastructure co-development arrangement (Rio
Tinto share $3.5bn) is a smaller related party transaction for the
purposes of Listing Rule 11.1.10R and this announcement is,
therefore, made in accordance with Listing Rule
11.1.10R(2)(c).
Contacts
Please direct all enquiries to media.enquiries@riotinto.com
Media Relations,
United Kingdom
Matthew
Klar
M
+44 7796 630 637
David
Outhwaite
M
+44 7787 597 493
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Media Relations,
Australia
Matt
Chambers
M
+61 433 525 739
Jesse
Riseborough
M
+61 436 653 412
Alyesha Anderson
M +61 434 868 118
Michelle Lee
M +61 458 609 322
|
Media Relations,
Americas
Simon
Letendre
M
+1 514 796 4973
Malika
Cherry
M
+1 418 592 7293
Vanessa
Damha
M
+1 514 715 2152
|
Investor Relations,
United Kingdom
David
Ovington
M
+44 7920 010 978
Laura Brooks
M +44 7826
942 797
|
Investor Relations,
Australia
Tom
Gallop
M
+61 439 353 948
Amar
Jambaa
M
+61 472 865 948
|
|
Rio Tinto plc
6 St James's Square
London SW1Y 4AD
United Kingdom
T
+44 20 7781 2000
Registered in England
No. 719885
|
Rio Tinto Limited
Level 43, 120 Collins Street
Melbourne 3000
Australia
T
+61 3 9283 3333
Registered in Australia
ABN 96 004 458 404
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This announcement is authorised for release to
the market by Andy Hodges, Rio Tinto's Group Company
Secretary.
riotinto.com
[1] Approval has
been granted by the Board of Simfer Jersey Limited, a joint venture
between the Rio Tinto Group (53%) and Chalco Iron Ore Holdings Ltd
(CIOH) (47%), a Chinalco-led joint venture of leading Chinese SOEs
(Chinalco (75%), Baowu (20%), China Rail Construction Corporation
(2.5%) and China Harbour Engineering Company (2.5%)). Simfer
Infraco Guinée S.A.U. will deliver Simfer Jersey's scope of the
co-developed rail and port infrastructure, and is, on the date of
this notice, a wholly-owned indirect subsidiary of Simfer Jersey
Limited, but will be co-owned by the Guinean State (15%) after
closing of the co-development arrangements. Simfer S.A. is the
holder of the mining concession covering Simandou Blocks 3 & 4,
and is owned by the Guinean State (15%) and Simfer Jersey Limited
(85%).
[2] WCS is the holder
of Simandou North Blocks 1 & 2 (with the Government of Guinea
holding a 15% interest in the mining vehicle and WCS holding 85%)
and associated infrastructure. WCS was originally held by WCS
Holdings, a consortium of Singaporean company, Winning
International Group (50%) and Weiqiao Aluminium (part of the China
Hongqiao Group) (50%). On 19 June 2024, Baowu Resources completed
the acquisition of a 49% share of WCS mine and infrastructure
projects with WCS Holdings holding the remaining 51%. . In the case
of the mine, Baowu also has an option to increase to 51% during
operations. After Closing, Simfer will hold 34% of the shares in
the WCS infrastructure entities during construction with WCS
holding the remaining 66%.
[3] WCS holds the
mining concession for Blocks 1 and 2, while Simfer S.A. holds the
mining concession for blocks 3 and 4. Simfer and WCS will
independently develop their mines.
[4] A true-up
mechanism will apply between Simfer and WCS to equalise most of
their costs of constructing the co-developed rail and port
infrastructure. The figures shown here are
pre-equalisation.
[5] The estimated
annualised capacity of approximately 60 million dry tonnes per
annum iron ore for the Simandou life of mine schedule was
previously reported in a release to the Australian Securities
Exchange dated 6 December 2023 titled "Simandou
iron ore project update". Rio
Tinto confirms that all material assumptions underpinning that
production target continue to apply and have not materially
changed.
[6] Ownership of the
rail and port infrastructure will transfer from CTG to the Guinean
State after a 35 year Operations Period, with Simfer retaining
access rights on a non-discriminatory basis and at least equivalent
to all Third Party Users.
[7] By the end of
2023, Rio Tinto spent $0.5 billion (Rio Tinto share) to progress
critical path works. Rio Tinto's share of expected capital
investment remaining to be spent from 1 January 2024 was $5.7
billion.