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Rio, TRQ and Mongolia agree on Oyu Tolgoi Underground development path

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Rio Tinto, Turquoise Hill Resources (TRQ) and the Government of Mongolia have reached an agreement that, Rio says, will move the Oyu Tolgoi (OT) project forward, resetting the relationship between the partners and increasing the value the project delivers for Mongolia.

As a result, the OT Board, comprised of representatives of Rio Tinto, TRQ and Erdenes Oyu Tolgoi (EOT), the latter of which is wholly owned by the Government of Mongolia, has unanimously approved commencement of underground operations. This step unlocks the most valuable part of the mine and is expected to begin in the coming days, with first sustainable production expected in the first half of 2023, according to Rio Tinto.

As part of a comprehensive package, TRQ will waive the $2.4 billion EOT carry account loan in full, comprising the amount of common share investments in OT LLC funded by TRQ on behalf of EOT to build the project to date, plus accrued interest.

The Parliament of Mongolia has approved a resolution (Resolution 103) that resolves the outstanding issues that have been subject to negotiations with the Government of Mongolia over the last two years in relation to addressing Parliament Resolution 92 (December 2019).

With this approval, the Parliament of Mongolia has required that certain measures be completed in order for Resolution 92 to be considered formally implemented. Among the measures already addressed are improved cooperation with EOT, implementation of measures to monitor OT underground development financing mechanisms and enhance ESG matters and the approval of the Electricity Supply Agreement.

Rio says it is continuing to work with the Government of Mongolia and TRQ to finalise the remaining outstanding measures of Resolution 92, namely the formal termination of the Oyu Tolgoi Mine Development and Financing Plan (UDP) and resolution of the outstanding OT LLC tax arbitration.

An updated funding plan has been agreed to address TRQ’s current estimated remaining funding requirement for the OT Underground Project. Until sustainable underground production is achieved, OT will be funded by cash on hand and rescheduling of existing debt repayments, together with a pre-paid copper concentrate sales agreement with TRQ. This is in line with restrictions on debt financing contained in Resolution 103, passed on December 30, 2021.

Rio Tinto and TRQ have amended the Heads of Agreement signed in April 2021 to ensure they appropriately fund OT. The capital forecast for the project is $6.925 billion, including $175 million of known COVID-19 impacts to the end of 2021. Forecasted remaining underground capital expenditure is approximately $1.8 billion. A reforecast will be undertaken during the first half of this year to determine a revised cost and schedule estimate that will reflect:

  • Any further COVID-19 impacts;
  • Any additional time-based impacts and market price escalation arising from resequencing due to 2021 budget constraints (as a result of the OT Board not approving the capital budget uplift at the time the Definitive Estimate was finalised); and
  • Updated risk ranging reflecting the latest project execution risks.

The key elements under the amended Heads of Agreement include:

  • Pursuing the rescheduling of principal repayments of existing OT project finance to potentially reduce the OT funding requirement by up to $1.7 billion;
  • Seeking to raise up to $500 million of senior supplemental debt at OT from selected international financial institutions which could be put in place after sustainable underground production is achieved;
  • Rio Tinto providing a co-lending project finance facility to OT of up to $750 million to be made available after sustainable underground production is achieved (with up to $300 million of such amount being available under a short-term secured advance directly to TRQ pending such co-lending); and
  • TRQ agreeing to conduct equity or rights offerings of up to $1.5 billion (with an initial offering of at least $650 million by no later than August 31, 2022).

The re-profiling of the existing OT project finance and any additional senior supplemental debt at OT will be subject to availability and terms and conditions being acceptable to Rio Tinto and TRQ, according to the company.

The OT Board has also approved the signing of an Electricity Supply Agreement to provide OT with a long-term source of power from the Mongolian grid, under terms already agreed with the Government of Mongolia. In meeting OT’s commitment to sourcing power domestically, Rio Tinto will work with the Government to support long-term renewable energy generation in support of the Mongolian grid. The Government of Mongolia and OT are in constructive discussions with the Inner Mongolia Power International Cooperation Company (IMPIC) for an extension of current power import arrangements beyond the current agreement of July 2023. IMPIC has indicated its support for an extension and commercial terms are being finalised.

Luvsannamsrain Oyun-Erdene, the Prime Minister of Mongolia, said: “The commencement of Oyu Tolgoi underground mining operations demonstrates to the world that Mongolia can work together with investors in a sustainable manner and become a trusted partner. As part of our ‘New Recovery Policy’, I am happy to express Mongolia’s readiness to work actively and mutually beneficially with global investors and partners.”

Rio Tinto Chief Executive, Jakob Stausholm, said: “We would like to thank the Government of Mongolia for their commitment to working productively with Rio Tinto and TRQ to reach this crucial agreement that will see one of the world’s largest copper growth projects move forward and firmly establish Mongolia as a global investment destination. This agreement represents a reset of our relationship and resolves historical issues between the OT project partners. We strongly believe in the future of this country and I am personally committed to ensuring that the people of Mongolia benefit strongly from OT along with our shareholders.

“I have visited Mongolia twice in the last few months and I cannot help but be proud of what has been achieved by our workforce, hand-in-hand with communities, suppliers and other partners. I would like to thank the many thousands of people involved for what they have achieved.

“The OT underground development will consolidate Rio Tinto’s position as a leading global supplier of copper at a time when demand is increasing, driven by its role in enabling decarbonisation and electrification in the race to net zero. We will also explore additional opportunities to decarbonise the OT operations, including sourcing renewable power.”

Steve Thibeault, Interim Chief Executive Officer of Turquoise Hill Resources, added: “Today is a landmark day for Turquoise Hill and a major milestone in the development of the Oyu Tolgoi underground development project. We are very excited to be starting work on the undercut, which is critical to unlocking the immense potential of this world-class, high-grade deposit for the benefit of all stakeholders. Following the agreements with the Government of Mongolia and the Amended Heads of Agreement with Rio Tinto being put in place, we now have greater certainty and confidence to complete construction of this once-in-a-generation mine that, when finished, is expected to be one of the largest copper producing mines in the world and a generator of vast economic value and employment in Mongolia and of returns for our shareholders for years to come. I want to thank the Government of Mongolia for its commitment to securing a balanced agreement that helps to advance the project while ensuring that all stakeholders including the people of Mongolia truly benefit from the development of this resource. This agreement says a lot about the positive environment for foreign investment in the country.”

By 2030 OT is expected to be the fourth largest copper mine in the world. It is a complex greenfield project comprising an underground block cave mine and copper concentrator as well as an open-pit mine which has been successfully operating for almost 10 years. It is also one of the most modern, safe, sustainable and water-efficient operations globally, with a workforce which is more than 96% Mongolian. Since 2010, OT has spent a total of $13.4 billion in-country, including $3.6 billion of taxes, fees and other payments to the state budget. The size and quality of this Tier 1 asset provides additional expansion options, which could see production sustained for many decades.

At peak production, OT is expected to produce around 500,000 t/y of copper on average from 2028 to 2036 from the open pit and underground, and an average of around 350,000 t for a further five years, compared with 163,000 t in 2021. The underground Ore Reserve has an average copper grade of 1.52%, which is more than three times higher than the open pit reserve, and contains 0.31 g/t Au.

Turquoise Hill and Rio Tinto sign Oyu Tolgoi UG funding HoA, agree to end arbitration

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Turquoise Hill Resources and Rio Tinto have entered into a binding Heads of Agreement (HoA) to provide an updated funding plan for the completion of the Oyu Tolgoi underground copper-gold project in Mongolia.

The funding plan is designed to address the estimated remaining funding requirement of around $2.3 billion and replaces the non-binding Memorandum of Understanding that Rio and Turquoise Hill previously entered into on September 9, 2020.

Under the HoA, subject to securing approval by Oyu Tolgoi LLC, the project joint venture, and any required support from the Government of Mongolia, Turquoise Hill and Rio Tinto will:

  • Pursue re-profiling of existing project debt to better align with the revised mine plan, project timing and cash flows to reduce the currently projected funding requirements of OT by up to $1.4 billion; and
  • Seek to raise up to $500 million in senior supplemental debt (SSD) under the existing project financing arrangements from selected international financial institutions.

In addition, Rio Tinto has committed to address any potential shortfalls from the re-profiling and additional SSD of up to $750 million by providing a senior co-lending facility on the same terms as Oyu Tolgoi’s project financing, while Turquoise Hill has committed to complete an equity offering of up to $500 million.

An updated feasibility study on the underground expansion at Oyu Tolgoi from June 2020 included a delay of 21 to 29 months for first sustainable production compared with the original 2016 feasibility study guidance and an increase of $1.3-$1.8 billion from the original $5.3 billion development capital. The process also saw 1.22 Mt of copper, 850,000 oz of gold and 7.01 Moz of silver removed from the Hugo Dummett North reserve base compared with the December 31, 2019 calculation, with some 80,000 t of copper, 70,000 oz of gold and 550,000 oz of silver added to the Hugo Dummett North Extension reserve base.

Since this announcement, Rio, Turquoise Hill and the Government of Mongolia have been trying to agree on a new funding pact for the sustainable development of the underground operation, which, in combination with open-pit mining, could produce around 500,000 t/y of copper at full capacity.

Steve Thibeault, Interim Chief Executive Officer of Turquoise Hill, said: “We are pleased to have reached a constructive and equitable agreement with Rio Tinto to fund the Oyu Tolgoi underground development. With a binding funding agreement now in place that sets out a process along a known timeline, we will be able to move ahead as expeditiously as possible with the development of the underground project at Oyu Tolgoi.

“We remain committed to continue delivering a benefit to all stakeholders, including Mongolia and its citizens, and to delivering significant long-term value for Turquoise Hill as this project progresses.”

Rio Tinto Copper Chief Executive Bold Baatar, added: “This agreement and alignment with Turquoise Hill represents a major milestone in the continued development of Oyu Tolgoi, which is expected to become one of the world’s largest copper mines and a significant contributor to the Mongolian economy for years to come. Commencing the re-profiling whilst concurrently listening, engaging and resolving the concerns of the Government of Mongolia are critical steps to maintaining momentum on the timely delivery of the Oyu Tolgoi Underground project.”

Following the HoA, Turquoise Hill and Rio have agreed to obtain an order dismissing the current arbitration on a “without prejudice basis” and without costs, including an order vacating the interim measures order, the companies said.