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					TSX: SGQ   HKEx: 1878




            INVESTOR PRESENTATION
                        SEPTEMBER 2011
Disclaimer


Forward-looking statements


  This presentation includes certain ―forward-looking statements.‖ All statements, other than
  statements of historical fact, are forward-looking statements that involve various risks and
  uncertainties. There can be no assurances that such statements will prove accurate, and actual
  results and future events could differ materially from those anticipated in such statements. Such
  information contained herein represents management’s best judgment as of the date hereof based
  on information currently available. The company does not assume the obligation to update any
  forward-looking statement.


Qualified Persons


  The technical information in this presentation is derived from SouthGobi’s news releases, each of
  which has been reviewed by one or more qualified persons (QPs), as defined by NI 43-101. Copies
  of the releases naming the QPs are available at Sedar or www.southgobi.com.




                                                                                                      2
1   COMPANY SNAPSHOT
Company snapshot
Capitalization and shareholders

Capitalization summary                                                              Share price performance (last 12 months)
Share price (at Aug 31, 2011)         C$9.61(TSX)/HK$77.45(HKEx)




                                                                                                                                                                C$ per share
Share price                                                     US$9.94
Shares outstanding                                               182.6m
Market capitalization                                       US$1,815m
Cash* (at Jun 30, 2011)                                       US$312m
Convertible debt (at Jun 30, 2011)                            US$250m
Enterprise value                                            US$1,753m
* Cash includes money market investments



Key shareholders

                                                                                                                                     Other Public
                                                                                                                                        Float
  57.4% - 104.8m shares                                           13.7% - 25.0m shares                                             28.9% - 52.7 shares



                                                                                         Total shares outstanding =
                                                                                                   182.6m


     On an ―as converted‖ basis assuming full conversion of the CIC debenture, Ivanhoe will remain as the majority shareholder with approx. 50.3% ownership,
      followed by CIC with approx. 23.8% ownership and the balance of 25.9% being the public float (total shares outstanding: approx. 209.3m)                                  4
2   CORE INVESTMENT HIGHLIGHTS
1 Strategically located – closest coal to China
   Nearest coal production base to China




                                                  6
1 Strategically located – closest coal to China
    Integrated logistics

Commentary                                                 Rail loading and line within 50km

 Short-haul to China infrastructure

  — Only approximately 40km
  — Very typical truck haul for coal operations
  — Rail loading available at Chinese boarder


 Border upgrade (2011 completion)

  — For dedicated inbound and for dedicated outbound
    coal gates to replace current single gate
  — Increase through-put capacity dramatically


 New coal-haul highway (2012 completion)

  — Four lanes paved
  — Reduced trucking cost by US $3/t offset by US $1.2/t
    toll
  — SouthGobi 40% owner of road in consortium with
    NTB LLC




                                                                                               7
1 Strategically located – closest coal to China
     Upgrading border throughput capacity

Border upgrade for multiple dedicated coal gates


                           Four inbound and four outbound lanes




                                                                  8
1 Strategically located – closest coal to China
    Benefitting from improved logistics in China and market dynamics

Shifting customer base (proportion of sales)   Improved product pricing

            Chinese     Global      End
                                                                          70
            traders     traders    users
                                                                          60
2H 2008      100%         ―          ―




                                               Coal sales price (US$/t)
                                                                          50


1H 2009       66%         ―         34%                                   40

                                                                          30
2H 2009       69%         ―         31%
                                                                          20

                                                                          10
1H 2010       33%         ―         67%

                                                                          0




                                                                                                                                             Q3F
                                                                               Q3
                                                                                    Q4
                                                                                         Q1
                                                                                              Q2
                                                                                                   Q3
                                                                                                        Q4
                                                                                                             Q1
                                                                                                                  Q2
                                                                                                                       Q3
                                                                                                                            Q4
                                                                                                                                 Q1
                                                                                                                                       Q2
2H 2010       76%         ―         24%

                                                                               2008            2009               2010                2011
1H 2011       33%         1%        66%                                                  Raw semi-soft coking coal (US$/t)
                                                                                         Raw higher-ash coal (US$/t)
                                                                                         Raw medium-ash coal (US$/t)
                                                                                                                                                   9
   2 Sector leading growth
                      Delivered strong ramp-up, now more to come

  Production and net revenue 2H2009 – 1H2011                                                                        Next growth phases

                     2,500                                                                             80
                                                                                                                     Complete Ovoot Tolgoin open-
                                        Coal mined           Net Revenue                                              pit build out
                                                                                                       70
                     2,000                                                                                            — 5 full fleets by end 2012
                                                                                                       60
                                                                                                                      — Potential for 9mtpa ROM for 2013 and
                                                                                                                        beyond
    Tonnes („000s)




                                                                                                       50
                     1,500




                                                                                                             US$m
                                                                                                       40            Soumber open-pit

                     1,000                                                                                            — Now licensed
                                                                                                       30
                                                                                                                      — 2013 pre-development
                                                                                                       20
                      500                                                                                            Ovoot Tolgoi underground
                                                                                                       10
                                                                                                                      — JT Boyd preparing engineering study
                                                                                                                        for early 2012
                         0                                                                             0
                                                                                                                      — Potential 2015 mine
                                2H 2009           1H 2010           2H 2010           1H 2011
Period-end                          1                                    3                4*
fleets
                                                      2
                      * 4th excavator currently only used as back-up until increase in haul truck capacity

                                                                                                                                                               10
3 Premium quality coals
                                            Coking coals with processing capacity under construction

Coal product qualities                                                                             Processing facilities

                                                                                                   Dry coal handling facility (DCHF)
 Ovoot Tolgoi Mine (current raw products)




                                            Type          Specification           % 2011F Sales
                                                                                                    — Where/when: Ovoot Tolgoi from start 2012

                                                           7,100-7,300 kcal/kg                     — What: basic crushing, screening and dry-air separation
                                            Semi-soft                                                 modules
                                                           Ash: 8.0-9.5%               30-50%
                                            coking coal                                             — For what coals: all run-of-mine coals from Ovoot Tolgoi
                                                           CSN (FSI): 4.5-5.5
                                                                                                    — Impact: reduces ash by 1-2% vs. current products and
                                                                                                      eliminates lumpy coal

                                            Medium ash
                                                        6,200-6,400 kcal/kg
                                            coal        Ash: 14.0-16.0%                20-40%     Ejin Jinda wet coal handling facility (WCHF)
                                            (screened)                                              — Where/when: Ceke, China (50 km from Ovoot Tolgoi)
                                                        CSN (FSI): c. 2.5
                                                                                                      from start 2012
                                                                                                    — What: jig-based wet separation
                                                           6,000-6,200 kcal/kg
                                            Higher ash/                                             — For what coals: medium and high-ash coals coming out
                                            sulphur coal  Ash: 17.0-19.0%              20-40%        of Ovoot Tolgoi DCHF
                                            (screened)    CSN (FSI): c. 2.5

                                                                                                   Site-based WCHF
 Soumber




                                                Premium hard coking                                 — Where/when: one at Ovoot Tolgoi one at Soumber after
                                                                                                      water licensing completed
                                                 Ro Max of 1.5% (ave Soumber field)
                                                                                                    — For what coals: higher and medium ash coals
                                                 VM 19% (ave Soumber field)
                                                                                                    — Impact: on-site production of semi-soft and hard coking
                                                                                                      coals                                                11
3 Premium quality coals
     Update on Ovoot Tolgoi DCHF construction

Commentary and photos (as at early-September)

 SouthGobi continues construction at its Ovoot Tolgoi
  dry coal handling facility

 Major components for first phase on-site

 Foundations complete and physical construction
  progressing

 Commissioning of first phase (including rotary breaker)
  expected before the end of 2011, with the dry air
  separation modules inserted in early 2012




                                                            12
3 Premium quality coals
     Toll wet washing at Ceke

Commentary and photos (as at early-September)

 Agreement with Ejin Jinda to toll wet wash coal

 5 year term with commencement expected in early
  2012

 Initial capacity approximately 3.5 million tonnes
  input raw coal

 Facility is located approximately 10km inside China
  (ie, approximately 50km from Ovoot Tolgoi)

 Medium-ash and higher-ash coals with only basic
  processing through Ovoot Tolgoi‟s on-site dry coal
  handling facility will be transported from the Ovoot
  Tolgoi Mine to the facility under a separate
  transport agreement




                                                         13
              3 Premium quality coals
                   Near-term indicative processing route

       Indicative 2012F production plan
              Ovoot Tolgoi open pits (raw
                                                 Ovoot Tolgoi DCHF                       Ceke WCHF
                     coal mining)

                     In situ low-ash         95% yield to finished semi-
                       (8-10% ash)                 soft coking coal
Sunset Pit




                     15-20% of ROM            (8-10% ash, $20-25/t cost)


                     In situ high-ash                                            70% yield to finished semi-
                                              Intermediate processing
                       (25-30% ash)                                                    soft coking coal
                                                       stage
                     30-25% of ROM                                                (8-10% ash, $58-65/t cost)

                  In situ low-to-med ash     87% yield to finished semi-
                        (14-19% ash)               soft coking coal
Sunrise Pit




                      25-30% of ROM           (8-10% ash, $20-25/t cost)


                   In situ medium-ash                                            70% yield to finished semi-
                                              Intermediate processing
                       (17-24% ash)                                                    soft coking coal
                                                       stage
                     20-25% of ROM                                                (8-10% ash, $58-65/t cost)

                                               2.4-2.8mt salable Ovoot             2.4-2.7mt salable Ceke
              6.5-7.0mt ROM coal mined                                                     (China)
                                                  Tolgoi (Mongolia)
                                            Costs include mining cost,     Costs include mining cost, DCHF cost,
                                            DCHF cost, yield loss          transport to Ceke, WCHF cost, yield loss
          4 Substantial and growing resources
                      Track record increasing resources – finding cost US$0.15 / tonne

  Summary of resources by mine and deposit                                                                                             Historical resource growth
                600                                                                                                                              600       Inferred

                                                                                          9.0                                                              Measured & Indicated
                500                                                                       36.4                                                   500
                                                                       65.9                                   172.0                                                                           172.0

                400                                                                                                                              400
                                                                       61.4




                                                                                                                                 Resource (Mt)
Resource (Mt)




                                                                                                                                                                                      98.0

                                                   84.2                                                                                          300
                300
                                                                                                                                                                             71.0
                                                                                                                                                                      74.8
                                                   94.1                                                                                          200        65.8
                200                                                                                                                                                                           364.0
                                12.9                                                                          364.0                                                                  307.6
                                                       Inferred                                                                                  100                  202.4 221.3
                                                                                                                                                            166.0
                100                                    Measured & Indicated
                                172.1
                                                                                                                                                   0
                  0                                                                                                                                    2005 2006 2007 2008 2009 2010
                       Ovoot Tolgoi Ovoot Tolgoi          Soumber             Tsagaan                Total
                          Mine      Underground            Deposit             Tolgoi
                                      Deposit                                 Deposit                                                 Total exploration costs of
                                                                                                                                       approximately US$82.7m 2005-2010
                        Ovoot Tolgoi Complex                                    Ovoot Tolgoi Mine
                                                                              resource incorporates                                   Equates to US$0.15/tonne resources
                               Ovoot Khural Basin                             106.8Mt of Proven and                                    discovered
                                                                                Probable Reserves
   Note: SouthGobi’s resources are prepared in accordance with the Canadian NI 43-101 resource estimation standard – the table above summarizes those resources disclosed publicly in individual NI 43-
   101 compliant tables                                                                                                                                                                                   15
4 Substantial and growing resources
     Exploration activity

Exploration licences and locations with core targets for resource increases
                                                      Status on key exploration targets
                                                            (Ovoot Khural Basin)
                                                  US$18.8m spent in 2010 in record campaign
                                                  60,646m3 of trenching undertaken in 2010
                                                  109,600 meters of cumulative drilling in
                                                   2010
                                                  Currently estimating to spend
                                                   approximately US$15m for 2011
                                                  2011 focus on Ovoot Tolgoi and Soumber
                                                   and surrounding areas




                                                                                               16
5 Highly competitive cost structure
                                          Ovoot Tolgoi has globally competitive low direct mining cash costs

Low cost structure due to favourable geological condition – open-pit and thick coal seams
resulting in low ratio of waste to coal (low “stripping ratio”)

                                       250
                                                                                   Direct mining cash costs for
                                                                   Ovoot Tolgoi vs. key Chinese and Mongolian coal companies
Direct mining cash costs (RMB/tonne)




                                       200



                                       150



                                       100



                                        50



                                         0
                                              Ovoot Tolgoi Q1        Mongolia Mining              Hidili ³   Fushan ³   China Coal ³   Yanzhou ⁴
                                                 2011A ¹             Corp. FY 2010 ²
                                       Notes:
                                       1. Based on March 31, 2011 Financial Statements for SouthGobi;
                                       2. Mongolian Mining Corp. Prospectus for Mongolian Mining Corp;
                                       3. CCB International report dated March 8, 2011 for others; and
                                       4. SWS research report dated March 23, 2011                                                                 17
3   STRATEGIES AND INVESTMENT PLANS
Major strategies




       Expanding production at   Enhancing value of our
   1   Ovoot Tolgoi Mine         products                 4



       Advancing regional coal
   2   projects – near-term      Exploration              5
       emphasis on Soumber




       Developing Ovoot Khural   Continuing focus on
   3   Basin infrastructure      operational excellence   6


                                                              19
Investment plans

Growth investment plans 2H2011 - 2014 (US$m)

 Ovoot Tolgoi Mine                             15
 Development of Soumber                       135
 Coal handling facilities                     225
 Regional transportation infrastructure        50
 Exploration                                   20




                                                     20
Appendices
Appendix 1
Board of Directors and Senior Management

Name and Position             Background
Directors
Peter Graham Meredith          Chairman of the board since October 2009
Chairman and                   Deputy chairman of the board of Ivanhoe Mines since May 2006
Non-Executive Director
                               Has 13 years experience in managerial and advisory roles in the mineral resources industry
                               Chartered Accountant (Canadian Institute of Chartered Accountants) with over 30 years
                                experience with Deloitte Touche Tohmatsu
Alexander Alan Molyneux        Joined SouthGobi as President in April 2009
President and CEO, Director    CEO and Director since October 2009
                               Formerly Managing Director, Head of Metals & Mining, Asia Pacific, with Citigroup
                               Has spent approximately 10 years providing advice and investment-banking services to mining
                                and industrial corporations, including nine years involved in coal-related transactions

John Anthony Macken            Has 28 years experience in the mineral resources industry
Non-Executive Director         CEO of Ivanhoe Mines since May 2006
                               Formerly SVP (strategic planning and development) with Freeport McMoran Copper & Gold
                               Chartered Engineer (Institute of Engineers in Ireland) and Professional Engineer (Ontario,
                                Canada)

Pierre Bruno Lebel             Director of SouthGobi since August 2003
Independent Non-Executive      Chairman of the board of TSX listed Imperial Metals Corp and HOMEQ Corp
Director and Lead Director
                               Has over six years’ experience in managerial and advisory roles in the mineral resources
                                industry
                               Barrister and solicitor admitted by the Law Societies of Upper Canada, Alberta and British
                                Columbia
                                                                                                                              23
Appendix 1
Board of Directors and Senior Management (cont‟d)

Name and Position           Background
Directors
Raymond Edward Jr. Flood     Director of SouthGobi since August 2003
Non-Executive Director       Director of Ivanhoe Mines since 1994
                             Chairman of the board of TSX-V listed Western Lithium Canada Corp and Western Uranium
                              Corp
                             Managing Director at Haywood Securities (UK)
                             Has 15 years experience in the mineral resources industry

Robert William Hanson        Director of SouthGobi since May 2007
Independent Non-Executive    Director of Ivanhoe Mines since February 2001
Director
                             Has over 8 years experience in advisory and management roles for the mineral resources
                              industry

André Henry Deepwell         Director of SouthGobi since August 2003
Independent Non-Executive    CFO of TSX listed Imperial Metals Corp
Director
                             Has over 8 years experience in advisory and management roles for the mineral resources
                              industry

Robert Stuart Angus          Director of SouthGobi since May 2007
Independent Non-Executive    Has over 30 years experience advising companies in the mineral resources industry
Director
                             Barrister and solicitor admitted by the Law Society of British Columbia
                             Retired member of the Law Society of British Columbia and was a member of the advisory
                              committee for Canadian Law of Mining, published by the Canadian Institute on Resources Law


                                                                                                                           24
Appendix 1
Board of Directors and Senior Management (cont‟d)

Name and Position           Background
Directors
Gordon Lancaster             Appointed as a Director of SouthGobi in May 2010
Independent Non-Executive    Director of TSX listed Ainsworth Lumber Co Ltd and TSX-V listed Realm Energy International
Director                      Corp
                             Previously the Chief Financial Officer of Ivanhoe Energy Inc
                             Has 28 years of experience in the mineral resources industry




                                                                                                                           25
Appendix 1
Board of Directors and Senior Management (cont‟d)

Name and Position                    Background
Senior Management
Curt Church                           Joined SouthGobi as Manager of Mining in January 2008
Chief Operating Officer               Six years’ experience working in Mongolia; previously with Boroo Gold Mine of Centerra Gold
                                       Corp, a TSX-Listed mineral resource company
                                      Over 10 years’ experience in the mineral resources industry


Matthew O‟Kane                        Joined SouthGobi as Vice President of Commercial Operations in January 2011
Chief Financial Officer               Previously held the roles of Finance Director and Executive Director of Volvo Car Australia
                                      MBA and CPA with 16 years of experience in finance


David Bartel                          Joined SouthGobi as Engineering Manager in January 2007
Vice President, Investor Relations    Has been the Executive Director and Vice President of Mongolia Operations since September
and External Affairs                   2009, having been the General Manager of Southgobi sands LLC since November 2007
                                      Over 30 years’ experience in the coal industry


Tony Pearson                          Joined SouthGobi as Vice President of Corporate Development in February 2010
Vice President, Corporate             Previously held senior positions with the Australian Securities & Investments Commission,
Development                            Citigroup’s Metals and Mining Investment Banking team and Westpac Banking Corp
                                      Has over 10 years experience in the metals and mining, and infrastructure industries




                                                                                                                                     26
Appendix 1
Board of Directors and Senior Management (cont‟d)

Name and Position                 Background
Senior Management
Jess Harding                       Joined SouthGobi as Vice President of Evaluations and Project Development in March 2009
Vice President, Evaluations and    Has also acted as the Vice President of Evaluations and Project Development with Ivanhoe
Project Development                 Mines since August 2008
                                   Has over six years of industry experience in operations and working on mine development
                                    through the various study and pre-production phases


Beverly Bartlett                   Joined SouthGobi as corporate secretary in August 2003
Vice President and Corporate       Vice President and corporate secretary of Ivanhoe Mines
Secretary                          Corporate secretary of Ivanhoe Energy Inc., a related TSX and NASDAQ listed oil and gas
                                    company
                                   Has over 10 years of experience in managerial roles in the mineral resources industry


Justin Kapla                       Joined SouthGobi as General Manager, Ovoot Tolgoi Operations in September 2010
President, SouthGobi Sands LLC     14 years’ experience in the mining industry in North America, Mongolia and West Africa


Rodney Lacy                        Joined SouthGobi as Manager of Mining in October 2010
General Manager, Ovoot Tolgoi      33 years’ experience in the mining industry, 18 years with Chevron mining USA in various roles
site                                of increasing responsibility
                                   Specializes in coal and open pit/cut mining




                                                                                                                                     27
     Appendix 2
     History and corporate structure

    History and Milestones

 COMPANY (Prior to Acquisition of the Coal Assets)                  COMPANY
                                                                                       Dec 31, 2008                   Nov 19, 2009
  2002          2003           2004         2005        2006              Announced sale of metals                    CIC invested US$500m in
                                                                                 division to Ivanhoe.                 form of convertible debenture
                                                                          Transaction completed on                        Jan 29, 2010
  Feb 14, 2002               Dec 15, 2003     Apr 25, 2006                               Feb 2, 2009 Oct 21, 2009
                                                                                                         Maiden NI        Commenced trading on the Main
                                                                                                            43-101        Board of the Hong Kong Stock
  Incorporated as            Completed      First funding                                                                 Exchange – raising C$459m
  5119                                       agreement                                                   compliant
                             C$14.2m IPO on
  Investments Ltd.                          with Ivanhoe                 May 29, 2007                  resource for                                    Jul 6, 2011
                             TSX-V (under                                                                                      Mar 29, 2010
                                                                         Commenced trading            Soumber and
                             symbol ASG)                                                                                       Conversion of           Obtained
                                                                         under the name                 proved and
                                                                                                                               US$250m                 mining licence
                                                                         SouthGobi Energy                 probable
       Jul 31, 2003                             Jul 11, 2006                                                                   convertible debenture   for Soumber
                                                                         Resources Ltd.                reserves for
                                                                                                                               issued to CIC           Deposit
                                                                         (symbol SGQ)                 Ovoot Tolgoi
Acquired 29 metals          Signed agreement to acquire coal
exploration licences         assets from Ivanhoe. Acquisition
                           approved by minority shareholders
   in Mongolia from
            Ivanhoe              on 8 Aug 2006. Transaction
                                                                    2007               2008                2009              2010                2011
                                 completed on May 29, 2007
                                                                                Oct               Sep 2008
                                                                                25, 2007          Began                                    Dec 23, 2010
                                        Sep 2005
                                                                                Second            deliveries of                            Completed a placement
                       Maiden NI 43-101 compliant                        Sep    funding           coal from                                agreement with Aspire
                         resource for Ovoot Tolgoi                  20, 2007    agreement         Ovoot Tolgoi         Dec 23, 2009        Mining
                                                                    Obtained    with              Mine to                                  Limited, subscribing for
                                                                                                                       Divested its 85%
                             Oct 2004                                 mining    Ivanhoe           customers in                             19.9% interest
                                                                                                                       interest in the
                                                                  licence for                     China
              Ivanhoe initiated coal                                                                                   Mamahak Project
                                                                Ovoot Tolgoi                                           to Kangaroo
            exploration in the Ovoot                                                             Aug 12, 2009
                         Tolgoi area                                           Apr 2008                                Resources Ltd.
                                                                                               Obtained mining
                                                                 Commenced mining and                licence for
                                                                                                                      Dec 3, 2009
  2002          2003           2004         2005        2006        stockpiling of coal at
                                                                      Ovoot Tolgoi Mine
                                                                                                Tsagaan Tolgoi
                                                                                                                      Commenced trading on the TSX

 COAL ASSETS (Prior to Acquisition by Company)

                                                                                                                                                                   28
Appendix 2
History and corporate structure (cont‟d)

Corporate Structure

                                                SouthGobi
                                             Resources Ltd.
                                            (British Columbia)

             100%                      100%                            100%                    100%

  Asia Gold International     SGQ Coal Investment          SouthGobi Energy         SGQ Dayarcoal Mongolia
  Holding Company Ltd.             Pte. Ltd.           Resources (Hong Kong) Ltd.          Pte. Ltd.
          (BVI)                  (Singapore)                 (Hong Kong)                 (Singapore)


              100%                      100%                                                   100%

     Transbaikal Gold         Southgobi sands LLC                                       Dayarbulag LLC
   (Russian Federation)            (Mongolia)                                             (Mongolia)


                      100%             100%                  100%


               Ovoot Tolgoi                           Tsagaan Tolgoi
                               Soumber Deposit
                Complex                                  Deposit



      Mongolian coal assets
                                                                                                             29
Appendix 3
Financials – balance sheet


                                                           As at                                                           As at
        (in US$m)                                       Jun 30, 2011           (in US$m)                                Jun 30, 2011
        Cash & Cash Equivalents                            282.7               Accounts Payable                             32.3
        Accounts Receivable                                 67.7               Amounts Due under Credit Facilities           1.7
        Short Term Investments                              15.0               Current Portion of Convertible Debt           4.3
        Inventories                                         45.2               Other Current Liabilities                     0.0
        Other Current Assets                                15.7                 Total Current Liabilities                  38.3
          Total Current Assets                             426.3               Convertible Debt                           211.9
                                                                               Other Long-term Liabilities                   9.3
        Net Property, Plant & Equipment                    390.9                 Total Non-current Liabilities            221.2
        Long Term Investments                              135.2                 Total Liabilities                        259.5
        Other Long-term Assets                              14.4
          Total Non-current Assets                         540.5               Common Shareholders’ Equity                707.3
          Total Assets                                     966.8                 Total Liabilities & Equity               966.8

         Source: Unaudited condensed consolidated interim financial statements for the six months ended June 30, 2011




                                                                                                                                       30
Appendix 3
Financials – income statements

                                                                             6 months ended               6 months ended
           (in US$m)                                                            Jun 30, 2011                 Jun 30, 2010


           Revenue                                                                        67.4                            31.5
           Cost of Sales                                                                 (50.0)                          (25.9)
            Income from mine operations                                                   17.4                             5.6


           Administration expenses                                                       (16.6)                          (14.3)
           Evaluation and exploration expenses                                            (6.3)                           (8.3)
            Operating loss from continuing operations                                     (5.5)                          (17.0)


           Finance costs                                                                  (7.0)                     (166.0)
           Finance income                                                                 33.9                            66.8
            Income (loss) before tax                                                      21.4                      (116.2)


           Current income tax expense                                                     (3.4)                           (0.3)
           Deferred income tax credit                                                       2.7                            1.6
            Income/ (loss) from continuing operations                                     20.7                      (114.9)
           Loss/ (gain) from discontinued operations                                      (0.0)                           (0.0)
            Net Income (loss)                                                             20.7                      (114.9)
           Gain on available-for-sale assets, net of tax                                  11.2                            (0.0)
            Net comprehensive income (loss)                                               31.9                      (114.9)

          Source: Unaudited condensed consolidated interim financial statements for the six months ended June 30, 2011            31
Appendix 4
Key terms of CIC Debenture

Terms                         Description
Transaction                    US$500 million principal amount of senior debentures convertible into shares (US$485 million net of
                                advisory fees)
Maturity                       30 years
Interest                       Interest of 8.0% per annum
                                     — A cash coupon of 6.4% per annum; and
                                     — Additional interest of 1.6% per annum payable in shares to be issued on each anniversary of the
                                       issue. Share value shall be calculated based on the 50 business day volume weighted average
                                       price (―VWAP‖) prior to each anniversary of the issue
Conversion Price               C$11.88 shall be considered the ―Base Conversion Value‖ and ordinarily, the conversion price will be set
                                at the Base Conversion Value, subject to the adjustments set out below
                               At the time of conversion, the VWAP of the Shares for the 50 business days prior to the conversion date
                                will be calculated (the ―Conversion Date Value‖)
                               In the event the Conversion Date Value is lower than the Base Conversion Value (C$11.88), then the
                                conversion price will be the Conversion Date Value. The conversion price will be subject to a ―Floor
                                Price‖ of C$8.88
Dilution                                                Before CIC Conversion and After 50% CIC Conversion and After 100% CIC Conversion and
                                Shareholders               Secondary Listing (1)       Secondary Listing (2)         Secondary Listing (3)

                                Ivanhoe                             78.6%                    57.3%                         51.4%
                                Public Shares                       21.4%                    29.3%                         26.2%
                                CIC                                  0.0%                    13.4%                         22.4%
                                Total                              100.0%                    100.0%                       100.0%

Notes:
1. Ownership interests as at December 31, 2009.
2. Ownership interests as at April 1, 2010.
3. Assumes a conversion price of C$11.88 and an exchange rate of 1.0075 C$/US$.
                                                                                                                                               32
Appendix 4
Key terms of CIC Debenture (cont‟d)

 Terms                Description
 CIC Conversion        At any time after 12 months from closing at the Conversion Price
 Rights                There are no lock-up arrangements on shares to be issued to CIC upon conversion. There are no early
                        redemption rights granted to CIC
 SouthGobi Early       Subsequent to achieving a Qualified float, SouthGobi exercised its early conversion right on March 29,
 Conversion Right       2010
                       SouthGobi forced conversion of 50% of the initial principal amount of US$500 million at the Conversion
                        Price of C$11.88

 SouthGobi Normal      After 60 months from closing, at any time the VWAP of the Shares for 50 consecutive business days is
 Conversion Right       20% higher than the Floor Price, SouthGobi will be entitled to require conversion of the entire
                        Convertible Debenture at the Conversion Price
 Qualified Float       A transaction achieving the listing of SouthGobi’s shares on the TSX or the Hong Kong Stock Exchange
                        and that meets the following three criteria:
                           — not less than 25% of the issued and outstanding shares are held by persons who are not our
                             insiders (i.e., insider holdings cannot exceed 75%);
                           — the offering price of the shares issued to achieve the public float is not less than the Base
                             Conversion Value unless CIC consents; and
                           — the shares are listed on the Hong Kong Stock Exchange
 Right to Nominate     While the Convertible Debenture is outstanding, or while CIC has a 15% direct or indirect shareholding
 Director               interest in us, CIC has the right, but not the obligation, to nominate one person to the Board
                       When CIC nominates a person, the Board is not obliged to appoint such nominee as a Director
                       The election of a nominee to the board of directors is subject to Shareholders’ approval
 Voting Restriction    If conversion results in CIC or its affiliates, directly or indirectly owning more than 29.9% of the fully
                        diluted shares outstanding, CIC will not vote any share in excess of 29.9%
                                                                                                                                     33
Appendix 5
Fungibility and shares transfers between markets

Transfer Steps                                   Standard                              Express                  Document to be Submitted                    Comment
Hong Kong to Canada
Step 1: Hong Kong Registrar           10 Hong Kong business days          1 Hong Kong business days with  Share certificates and Form           Shares must be registered on
        (―HKR‖) re-registering        Currently HK$2.5 per                 0.05% of last business day          of transfer                         the Hong Kong register in the
        shares from CCASS to           certificate for cancellation or      closing market value subject to a  Payment of any required             name of the holder who is
        investors (or nominee          issuance                             minimum of HK$2,000                 administrative fees                 going to trade shares in
        entity of investors)                                               3 Hong Kong business days with                                          Canada
                                                                            HK$20 per certificate
                                                                           6 Hong Kong business days with
                                                                            HK$3 per certificate
                                                                           Fee per certificate cancelled, or
                                                                            issued, whichever is higher
Step 2: Processing by Canadian        2 Canada business days to           2 Canada business days to            No additional forms required     NA
        Register (―CR‖)                transfer between registrars          transfer between registrars           for processing in Canada
                                      No charges in Canada                No charges in Canada                 But the copies of the Form of
                                                                                                                  Transfer must be sent via
                                                                                                                  electronic copy and if shares
                                                                                                                  are going to a brokerage
                                                                                                                  account, contact information
                                                                                                                  for the broker is required
Total Time Required                   10 Hong Kong business days          1-6 Hong Kong business days +
                                       + 2 Canada business days             2 Canada business days

Canada to Hong Kong
Step 1: ―CR‖ of request for           2 Canada business days to           2 Canada business days to            Form of request for              The certificates issued by CR
         shares to be issued on        transfer between registrars          transfer between registrars           removal of securities             can be delivered to buyers or
         ―HKR‖                        No charges in Canada                No charges in Canada                                                    CCASS participants for
                                                                                                                                                    settlement of trades in Hong
                                                                                                                                                    Kong
Total Time Required                   2 Canada business days              2 Canada business days

Notes:
1. CIBC Mellon charges C$4.25 per certificate issued, but there is no charge for certificate cancellation
2. There is no maximum or minimum limit on the number of shares for one certificate
                                                                                                                                                                                    34
Appendix 6
Selected photos




  Liebherr 996 shovel operating with Terex MT4400AC haul truck
                                                                 35
Appendix 6
Selected photos (cont‟d)




                                      Ovoot Tolgoi open pit mine




         Terex MT 4400AC haul truck                                Mining operations
                                                                                       36
Appendix 6
Selected Photos (cont‟d)




Mongolia – truck weighing bridge          China – rail loading facility at Ceke border




Shivee Khuren-Ceke Mongolia-China border crossing   China railway infrastructure only a few km from border
                                                                                                             37

				
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