Appian Capital Advisory LLP, the investment advisor to long-term value focused private capital funds that invest in mining and mining-related companies, announces the sale of its Brazilian battery metals-focused portfolio companies Atlantic Nickel and Mineração Vale Verde (MVV) to ACG Acquisition Company Ltd (ACG) for a cash consideration of $1 billion, along with the sale of its gold royalty on MVV to ACG for $65 million.
The Appian funds acquired Atlantic Nickel (previously Mirabela Nickel), owner of Santa Rita, one of the largest open pit nickel sulphide mines in the world, located in Bahia, Brazil, out of bankruptcy in 2018. The same year they also purchased MVV, owner of the Serrote greenfield open-pit copper-gold asset located in Alagoas, Brazil. Subsequently Appian successfully restarted Atlantic Nickel and commissioned MVV.
Appian says it undertook significant work to de-risk and improve the assets, demonstrating the strength of the company’s model and its ability to identify, acquire and optimise mining projects using technical arbitrage to create value. Both mines are long-life, low-cost and ranked within the first decile for carbon emissions amongst all nickel and copper producers worldwide.
The statement said the transaction will provide a compelling value proposition for ACG, Appian, and their respective investors. Upon closing, ACG will be renamed ACG Electric Metals, creating the only London-listed nickel sulphide producer with pure play electric metals exposure, as a natural platform for further growth and consolidation of critical metals assets focused on deliveries to leading western OEMs.
ACG has some big hitting backers. Glencore will be an anchor investor, having committed US$100 million and becoming an off-taker of choice for ACG, allowing for supply of ACG’s nickel sulphide concentrate to Glencore’s western European and North American refineries. PowerCo, a wholly-owned subsidiary of Volkswagen, has committed to make a binding $100 million prepayment to ACG for equivalent nickel units to the tonnage contained in a portion of the concentrates produced by the Atlantic Nickel mine at Santa Rita. Stellantis, the automotive conglomerate formed in 2021 by the merger of Fiat Chrysler and PSA Group, has committed to a US$100 million anchor equity investment in ACG. Both PowerCo and Stellantis will become long-term partners via offtake contracts for nickel refined from concentrate produced by Santa Rita.
Appian said these partnerships demonstrate the quality of the Assets and their attractive characteristics for Western automotive manufacturers at this point in the investment cycle, providing a transparent and secure supply of critical metals to meet future global demand. Leading mining investment fund, La Mancha Resource Capital Fund has also made a commitment to make a US$100 million anchor equity investment in ACG.
The remainder of funding for the transaction comes from binding commitments in the form of royalty financing from Royal Gold, senior bank debt underwritten by Citigroup, ING and Societe Generale , who have also agreed to provide a revolving credit facility, and a planned equity offering by ACG of $300 million. The equity offering provides a broader universe of institutional investors with the opportunity to participate in ACG’s future value creation. The Appian funds have also offered to backstop up to $50 million of the equity financing.
Following completion of the transaction, the assets’ operating teams will join ACG, providing continuity to drive future success. Current managers, Paulo Castellari-Porchia and Milson Mundim, will continue to oversee Atlantic Nickel and MVV, having managed the assets for several years, achieving strong operational results, ESG performance and a leading safety record.
As part of the transaction, ACG has reinforced its commitment to sustainability practices at its mining sites by agreeing to implement the IRMA Standard for Responsible Mining at Santa Rita, and to undergo an IRMA assessment in 2025 and 2030.
The transaction is expected to close in July 2023 and is subject to the customary shareholder consents and conditions precedent. Citigroup and Standard Chartered are acting as financial advisor to Appian on the Transaction, with Norton Rose Fulbright and Cescon, Barrieu, Flesch & Barreto as legal advisors.
Michael W. Scherb, Founder and CEO of Appian, commented: “Appian began investing in decarbonisation commodities a decade ago, recognising that society was structurally undersupplied for the upcoming energy transition. This innovative transaction in the battery metals space will mark Appian’s 10th, 11th and 12th exits, reflecting the strength of our operating model and ability to identify, acquire and optimise mining assets. Likewise, ACG is a great custodian for Atlantic Nickel and MVV, and is well placed to unlock significant further growth from these market-leading companies. The Glencore, Volkswagen and Stellantis partnerships are particularly notable, underlining the growing need for EV commodities and the demand for robust, transparent and traceable supply chains from western automotive OEMs, industry and other stakeholders.”
Artem Volynets, CEO of ACG, said: “We are very proud to announce this transaction in strategic partnership with Glencore, Stellantis, La Mancha, PowerCo and Royal Gold, as well as senior debt providers Citigroup, ING and Societe Generale. It will establish ACG Electric Metals as a premier supplier of critical metals into the western EV value chain, with best-in-class ESG characteristics and minimal CO2 emissions. ACG Electric Metals will be a company designed to take advantage of the opportunities presented by key global trends: the massive increase in demand for battery metals, the polarisation of supply chains, and the need to reduce the world’s total carbon footprint – from the mine to the end-customer. These high-quality mines will enable ACG’s mission to be the green metals supplier of choice to western EV automakers. This acquisition establishes a solid platform for further growth and long term shareholder value creation.”
