CS commodity prest - GRATA International · One-bank approach leveraging resources of the Private...

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Date: April 2011 Produced by: Gani Toxanbayev These materials may not be used or relied upon for any purpose other than as specifically contemplated by a written agreement with Credit Suisse AG or its Affiliates (hereafter “Credit Suisse”). Commodity Financing Grata Mining and Oil&Gas Forum

Transcript of CS commodity prest - GRATA International · One-bank approach leveraging resources of the Private...

Page 1: CS commodity prest - GRATA International · One-bank approach leveraging resources of the Private Bank and the Commodities Group API#2 swap for 1,160,000 tonnesof coal in aggregate

Date: April 2011

Produced by: Gani Toxanbayev

These materials may not be used or relied upon for any purpose other than as specifically contemplated by a written agreement with Credit Suisse AG or its Affiliates (hereafter “Credit Suisse”).

Commodity Financing

Grata Mining and Oil&Gas Forum

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Roadmap for Long Term Capital Structure

Credit Suisse offers a full product suite to build long-term relationships and assist clients in each step to achieve their ultimate goals

Early Stage Equity

Bank Bond IPO

Company building, exploration and early stage development

Company grows in size and seeks financing from banks

Company builds a market reputation and start to issue bonds

To achieve a mixed capital structure Company gains access to equity market

Commodities Group

Debt Capital Market Group

Equity Capital Market Group

- Term loan / Prepay / Pre-export facilities –

funded by CS IB or PB

- Commodity risk management – provided by

CS IB

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Confidential

1

Types of structures

CS Commodities has the ability to execute the following financing structures

Standard project financing:

− Can be on a bilateral basis if size in $30-50mm range or on a club basis (typically up to $200mm total amount although CS Commodities currently working on a $600mm transaction on club basis)

− CS Commodities executes hedge to protect future cash flows, typically for volumes equal to 25%-50% of production

− Typical asset profile: brownfield site (but greenfield also possible), substantial overcollateralization from proved reserves, from a few months to up to 2 years away from production, risk profile in the B-BB range

Physical prepay:

− An alternative to the project finance structure is to lend against future delivery of a fixed pre-agreed volume of product

− Security structure is typically the same as that of a standard project financing

− CS will typically work with Glencore, particularly for crude and refined products, to implement an offtake agrement with the borrower

gtoxanba
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Commodity Lending Considerations

Limited commodity price risk, through physical or financial contractsPrice Hedging

Assignment of mining rights, titles, licenses (to the extent permitted by law)Licenses and Titles

Strong management team with proven experience Management

Charge over any hedging agreementsPrice Hedge

1 – 2 monthsTransaction Time

[3.0 – 8.0]% over LIBORSpread

USD 20 – 80 million (on bilateral basis or participation in context of larger facility)Size

3 – 6 yearsTenor

TARGET LOAN TERMS

All receivables paid directly to designated accounts held by the LenderCash Accounts

Charge over fixed assets or other available asset collateralAssets

Assignment of off-take contracts. Underlying commodity priced according to hedgeable indexOff-take Contracts

Senior pari passu to all outstanding obligationsSenior Secured

TARGET SECURITY

Solid equity base with reputable shareholdersOwnership

Healthy cash margin at current price and futures implied priceSolid Margins

Strong track record of performanceTrack Record

Sizable proven reserves (compliant with 43-101/JORC for mining, SPE / 51-101 for oil and gas)Reserve Base (if app.)

Identifiable market with positive long-term fundamentalsMarket

TARGET BORROWER

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Summary Transaction Diagram

3

1CS Secured FinancingUS$[20-80]mn (or share

into a larger facility)

Offtake Contract

Security Package2

Offtake Payments Collection Accounts(Offshore)

4

Excess Cashflows(subject to maintenance threshold)

5 [XXX] Price Hedge

[XXX] Price Hedge Payments6

7

COMMODITY FINANCE

COMMODITY TRADING

BorrowerOfftaker

Debt Service Capital Expenditure

Operating Expenses

Taxes and Royalty

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Prepay structure diagram

Producer

Collateral typically to include: offtake agreement,

licences, fixed assets

$[75](1)mm loan backed by product deliveries

Offtaker can co-lend

Metal, oil, gas or

refined product offtakerProducer exports and delivers product according to pre-set schedule (can also be structured as synthetic forward sale)

- Offtaker directly makes payment to CS, typically based on delivered product spot prices, to cover interest and principal payment for the loan.

- CS hedges to fix cash flows

(1) loan amount subject to availability of sufficient export product to service and repay the loan

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Requirements for a Commodities Loan

Primary Requirements

1. Certified reserve report (compliant with

internationally recognized code)

− must have certified proven and probable reserves base if applicable

− In case of refined products and soft commodities, established production track record and supply/marketing plan

2. Mining / construction / operating / drilling plans

− detailed analysis of mine / oil & gas field strategy

− infrastructure and logistics planning

− accurate costing

3. Cash flow models (CS may assist)

− Cash flow model with assumptions as per information contained in reserve report and operating plans, also including all other relevant cash considerations

Secondary Requirements

� Mining / oil & gas production license if applicable

� Detailed list of key assets and equipment

� Detailed plan of land clearing and land to be acquired

� Recent audited financial statements with notes

� Monthly operating statistics

� Material marketing and off-take agreements

� Pricing of underlying commodity

� Material operating and mining services agreements

� Loan / indebtedness documents + summary of terms of all outstanding debt

� Safety, Health and environment documents

� Breakdown of sales by customers and geography

� Contracted sales and prices for next 12-24 months

� Resumes of key management and directors

� Capex schedule with breakdown of committed vsuncommitted amounts

� Details of exploration upside / plans and costs

� Outline of tax and royalty obligations and disputes

� List of key insurance policies, licenses and approvals in-place

Review of primary requirements are essential for CS to issue lending terms and engage in a process, secondary requirements are needed to complete the transaction

An Independent Technical Report commissioned by

Lenders will need to be prepared over the reserves,

construction and operating plans and basic cash flow

analysis as a pre-requisite to funding

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Confidential

6

Timeline for deal execution

Process can typically be completed within 5-10 weeks depending on availability of information, complexity of asset/structure and market conditions

Pre-mandate/Initial due diligence (Primary Requirements Needed)

1-2 weeks

Term sheet negotiation / Exclusive CS Lending Mandate

1-4 weeks

Detailed due diligence (Secondary Requirements Needed)

(Independent Report Prepared)

4-6 weeks

Documentation

Market Syndication (if any)

3-6 weeks

2-4 weeks

2-4 weeks

1-2 weeks

CS Credit Internal Approval (Site Visit and Mgnt Meetings)

3-4 weeks

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US$30,000,000

Term loan

Sole Arranger and Underwriter

February 2009

US$190,000,000 / US$80,000,000Project finance term loan facility / Bridge facility

Joint Lead Arranger and UnderwriterApril 2009

US$30,000,000

Term loan

Sole Arranger and Underwriter

June 2009

US$20,000,000

Senior Secured Export Finance Facility

Sole ArrangerJune 2009

US$85,000,000

Joint Lead Arranger

In process

Project finance term loan facility

GB£45,000,000

5 year term loan due December 2014

Mandated Lead Arranger

March 2010May 2010

US$100,000,000 /US$ 30,000,000 Term loan / revolving facility

Co-Lead Arranger

Project term loan

April 2010

US$72,000,000

Sole Arranger

December 2009

US$675m /Senior reserve-based secured term loan-

US$150m

Junior secured term loanFinancial Advisor and Co-Lead Arranger

US$50,000,000

Sole Arranger

October 2010

Project finance term loan facility

April 2011

US$70,000,000

Sole Arranger

Project finance term loan facility

February 2011

US$45,000,000

Sole Arranger

CML Metals

Corporation

Project finance term loan facility

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CML Metals Corp – Iron Ore Loan + Hedge Case Study

US$ 45,000,000 4-year senior secured facility

Sole Arranger and sole iron ore Hedge Provider, Credit Suisse

Development of iron ore concentrator

February 2011

Summary Terms and Conditions

Project finance loan and right way iron ore hedge

� Borrower: CML Metals Corp, owner of an iron ore mine in Utah

� Contingent guarantor: Luxor Capital Partners

� Total Amount: US$ 45 million

� Maturity: January 2015

� Iron ore hedge: 2.5Mt iron ore swaps to mitigate price risk

� Security: Fixed assets, licenses and share pledge

� Documentation: Credit Agreements and ISDA

Transaction highlights

� 2-stage facility: (i) $20m loan & 500kt iron ore hedge closed on 1Feb11; (ii) $25m incremental loan & 2Mt mandatory hedge expected in May11

� First loan tranche collateralised with $20m cash until closing of the $25m tranche

� CP to drawing of remaining $25m loan tranche: receipt of satisfactory engineer report and execution of 2nd tranche of hedging

� Why significant?− Loan and hedge structures addressed need for client to secure long term financing while addressing credit risk via cash

collateral and security in producing mining assets− Facilitated negotiations between Trafigura and CML to implement a transparent and hedgeable off-take pricing formula. The

unique run-of-mine offtake structure was key to executing the first tranche of hedging− Largest iron ore hedge to date : 500kt first tranche of hedging is already the largest iron ore customer hedge ever

CML Metals Corp: Iron Mountain, Utah

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Miller Argent

Ffos-y-fran land reclamation scheme

Summary terms and conditions

Project finance term loan

� Borrower: Miller Argent (South Wales) Limited

� Loan amount: GB £45 million

� Maturity date: 31 December 2014

� Rate: LIBOR + 4.50%

� Mandated Lead Arrangers: Caterpillar Financial, Credit Suisse

� Security over assets of the project including mining rights, processing plant, mining equipment, and ground leases

Transaction highlights

� Loan used to refinancing project and equipment capital expenditures

� 5-year project term loan underwritten by Credit Suisse and Caterpillar

� One-bank approach leveraging resources of the Private Bank and the Commodities Group

� API#2 swap for 1,160,000 tonnes of coal in aggregate for 2011 an 2012

� 240,000 tonnes of coal put swaptions for both 2013 and 2014

� 120,000 tonnes of coal call swaptions for both 2013 and 2014 to offset put swaption premiums

� RWE offtake agreement for 580,000 tonnes of coal in 2010 – 2012 with options to renew for 2013 and 2014

− Option to increase volume by an additional 120,000 tonnes for 2010 - 2012

£45 million project finance term loanCoal hedging facility

Mandated Lead Arranger

March 2010

Ffos-y-fran opencast coal mine and land

reclamation scheme

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Mineral Park Inc.

Asset backed expansion financing

Transaction summary

Asset overview

� Copper / molybdenum mine located in Northwestern Arizona� Expansion of concentrator capacity from 30,000 tons/day to 50,000 tons/day

expected to be completed by Q1 2011Transaction overview

� Financing:−$100million 6-year term loan and $30mm 4-year revolving facility−Proceeds used to prepay existing $120mm notes (under the indenture of which

hedging was not permitted), associated penalties and transaction costs−Hybrid corporate / project covenant package providing operating flexibility to

borrower while mitigating single asset, partially operating project risk:− Full security in assets and typical PF financial covenants− No completion guarantee allowing listed parent to develop other

projects−Silver by-product had been pre-sold in Q1 2008 through stream loan from

Silver Wheaton� Hedge:

−145 million pounds copper 6-year forward swap executed within 10 days of financial close

−Structured to ensure repayment of debt with comfortable DSCRs under conservative copper and molybdenum pricing scenarios

Highlights

� CS co-led and structured project financing and hedge, holding 25% of the transaction

� Fast execution in approximately 2 months � Funded out of CS’ dedicated commodity finance fund� Confirms Credit Suisse leadership in financing junior miners

US$100mm term loan

US$30mm revolving facility

145 million pounds copper hedge

Co-lead arranger and hedge provider

May 2010

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Coeur d’Alene Mines

Kensington financing case study

Summary terms and conditions

� Borrower: Coeur Alaska Inc.� Guarantor: Coeur d’Alene Mines Corporation � Loan amount: US$45 million� Maturity date: December 2014� Rate: LIBOR + 5.00% � Purpose: Finance equipment and tailings facility� Security:

– First rank over Proceeds and DSRA– Shares of the borrower– Fixed and floating charges over all assets and

equipment

Transaction highlights

� Kensington is a 2 million ounce underground gold mine in Southern Alaska

� Credit Suisse acted as sole arranger and underwriter

� Quick execution in approximately 2 months

� Project gold cash cost of US$372 per ounce

� Hedge:

− 125,000 ounce 5-year Mandatory Gold Hedging program

− Costless collars structured to ensure repayment of debt with comfortable DSCRs

US$45,000,000 term loan

125,000 ounce gold hedging facility

Sole Arranger and Underwriter

December 2009

Coeur Alaska; Kensington gold project

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Mirabela Nickel LTD

Project financing

Summary terms and conditions

Project finance term loan� Borrower: Mirabela Mineração do Brasil Ltd� Loan amount: $190 million� Maturity date: September 2015� Rate: LIBOR + 5.75% pre-completion

LIBOR + 5.25% post-completion� Mandated Lead Arrangers: Barclays Capital, Caterpillar

Financial Credit Suisse, UniCredit, WestLB

Bridge facility� Borrower: Mirabela Mineração do Brasil Ltd� Facility amount: $80 million� Maturity: June 2009 (extended from December 2008)� Mandated Lead Arrangers: Barclays Capital, Credit Suisse

Transaction highlights

� Loan proceeds used to complete construction of Santa Rita nickel sulfide mine in Bahia, Brazil

� $80 million bridge facility arranged in July 2008 to provide interim capital pending closing of takeout project financing

− Facility repaid from proceeds of project term loan

− 2% extension fee for extending bridge for 6 month

� Mirabela sold/hedged 17,000 tonnes of nickel and 9,000 tonnes of copper forward to support bridge debt service

− Credit Suisse and Barclays acted as hedge banks

� Closed US$ 190 million project finance term loan in the wake of credit market crisis in April 2009, supported by positive hedge MTM

� Votorantim and Norilsk are offtake counterparties for 100% of Nickel concentrate production. Offtakers provided $100 million of subordinated debt during construction of Santa Rita

$190 million project finance term loan$80 million bridge facility Nickel Hedging Facility

Joint Mandated Lead Arranger and Underwriter

April 2009

Mirabela Nickel, Santa Rita Nickel Project

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Kosmos Energy

Senior reserve-based term loan and junior term loanTransaction summary

� Overview− Transaction, which closed on July 13, 2009, was executed in extremely difficult

market conditions − Overview of asset: Oilfield offshore Ghana with first oil expected in H2 2010− Seven-year tenor, $675 million reserve-based senior and $150 million junior

loan financings, − Hedging program on approximately 9mmbo using a combination of puts and

compound options required to support borrowing base� Credit Suisse role

− Structured transaction through senior and junior tranches to access different pools of capital and maximize leverage

− Conducted initial approach of PF commercial banks and multilaterals to gauge market interest

− Assisted the company through formation of bank club and negotiation process� Response from the banks

− Kosmos approached market in Q4 2008, at the peak of the credit crisis− Six to seven commercial banks initially contacted and interested with one bank

trying to do the deal on its own but subsequently reducing its original underwriting commitment by 50%

− IFC involved, mostly interested in the junior piece− Increased difficulty in getting necessary commitment for remaining 50%

underwriting due to:−Market capacity issues −Limited number of banks active during banking crisis−Uncertainty with regards to reserve booking and oil price outlook

� Key take aways− Reserve based lending remained of interest to lenders even through the depth

of the crisis although increased debate on right price deck to use and more onerous pricing and covenants

− Importance of club deals even for small to medium-sized deals

US$675m senior reserve-based secured term loan

US$150m junior term loan

Sole Financial Advisor, Co-lender and hedge provider

July 2009December 2009

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Monroe Gas Storage Company

Pad Gas Lease and Hedge Restructuring

� Newly constructed natural gas storage facility located

near Amory, Mississippi

� Working gas storage capacity of 11.67 Bcf,

utilizing a 2- to 3-turn service

� Pad Gas requirement of 3.56 Bcf

� Interconnect with two major pipelines (Tetco M1

and TGP 500 leg)

� Credit Suisse worked with Monroe to provide Pad

Gas to the facility and restructure its existing hedges

� Hedge restructuring created significant value and

enabled Monroe to reduce its financing costs

� Credit Suisse also worked with Monroe to optimize

its injection schedule and provide additional value

� Executed an Intercreditor Agreement with project

lending group to address collateral sharing issues

� Pad Gas Lease hedged with 6 year TGP 500 fixed

price natural gas swaps

� Injection schedule optimized over 6 months and

between both basis points (Tetco M1 and TGP 500)

� Use of collars to provide additional flexibility for

optimization

� Credit Suisse also adjusted injection schedule to

accommodate firm customers

Hedging HighlightsTransaction Description

6 Year, 3.56 Bcf Natural Gas

Pad Gas Lease and

Hedge Restructuring

Executed June 2009

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Asset Overview

� Refinery is located in Krotz Springs, Louisiana, and has a rated capacity of 83.1 Mbpd and a Nelson complexity of 6.5

� Pro forma acquisition, Alon USA operates 5 refineries for a total crude throughput of 253,000 bpd

Transaction Overview

� Purchase price of $333 million in cash plus an amount for working capital, including inventories, to be determined at closing

� Valuation of $4,012 ($/Bpd) and $617 ($/Complexity Bbl)

� Valero is eligible to receive potential earn-out payments for three years following closing

� Transaction financing consisted of:

− $245 million first lien term loan at Krotz Springs on a non-recourse basis to Alon and $50 million letter of credit facility to support substantial hedging

− $125 million draw from ABL revolver to purchase working capital (with an accordion feature allowing to upsize to $500 million)

− $105 million in cash and equity from Alon USA and Alon Israel

� 5-year off-take with Valero for HSD and LCO minimizes market and alleviates near-term need for upgrades

� Twelve months transition services agreement with Valero(1) Excludes purchase amount for working capital, including inventories, and earn-out payments

Transaction highlights

Executed May 2008

$333,000,000 (1)

Acquisition of the Krotz Springs refinery from Valero Energy

$295,000,000

First lien credit facilities

Credit Suisse is acting as exclusive financial advisor, sole administrative and collateral agent, sole bookrunner

on the first lien credit facilities and sole commodity hedge counterparty to Alon USA.

Alon USA Energy

Acquisition of Krotz Springs refinery from Valero Energy

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World GTL Trinidad

Project financing

10 Year, 5.75mm bbl Oil Derivative Transaction

WTI NYMEX Structured Oil Collar

Executed June 2007

� In January 2007, Credit Suisse acted as sole lead arranger for $125 million of senior secured facilities for World GTL Limited a partnership between Petrotrin and World GTL Inc.

� Proceeds from the Term Loans were used to finance the construction of a 2,600 Barrels / day Gas-to-Liquids plant in Trinidad

� World GTL is a clean energy company that builds plants to convert trapped and undervalued hydrocarbon assets including gas, coal and refinery residue into ultra clean environmentally-friendly fuels

�Petrotrin is the state owned oil company of Trinidad and Tobago and the largest contributor to the national GDP.

� Deal was fully underwritten by Credit Suisse

� Final maturity of loan is 2021

� CS Energy was Party to Intercreditor Agreement; first lien pari-passu

�Hedge was closed 5 months after project was funded to take advantage of optimal market conditions

� Project and Hedge won 2007 “Deal of the Year” from Energy Risk Magazine

Background and Transaction Highlights

Hedging Highlights

�Puts were annual asian settled to lower upfront cost

�Calls Spreads were quarterly asian settled to match debt payment schedule

�CS partially financed part of the upfront premium

�CS Energy executed a 10 year 5.75 MM barrel hedge, representing 100% of the required hedge

�Swaps guarantee specific cash flow for lender, thereby driving down the cost of funds for WGTL

CS acted as sole lead arranger in addition to providing the structured oil hedge