Mining & Metals

Project Finance

Representation (ongoing) of the sponsor on all aspects of the project financing of the Vulcan Zero Carbon Lithium Project in Germany, which includes an integrated geothermal lithium brine extraction plant. We are advising on the structuring of the shareholder arrangements, permitting, land access, construction, supply, offtake and other project documents.

Representation of a metals producer on all aspects of the equity, consortium, IP/licensing, project development and project financing arrangements in relation to a vertically integrated aluminum smelting and downstream facility in the Middle East, including the introduction of a strategic equity partner.

Representation of Ivanhoe Mines in connection with US$420 million project financing, including senior debt, of the Platreef platinum-nickel-palladium-gold-copper-rhodium project in South Africa. The transaction includes Orion Mine Finance's US$300 million streaming facility.

Regular adviser to Ivanhoe Atlantic (formerly HPX) in its project development and financing activities for the Nimba Iron Ore Project in Guinea, including government negotiations for the transnational Guinea-Liberia multi-user evacuation corridor (ongoing) and MIGA cover.

Representation of Vale Base Metals Capital as borrower, and Vale Base Metals, Vale Canada, and Salobo Metais, as guarantors, in connection with a US$1.5 billion term loan facility.

Representation of CSN Mineração, the mining arm of the Brazilian integrated steel producer Companhia Siderúrgica Nacional, on an export pre-payment financing facility, for an aggregate principal amount of up to US$1.4 billion.

Corporate/ M&A

Representation of Alcoa Corporation, a provider of bauxite, alumina and aluminum products, on the sale to Saudi Arabian Mining Company of Alcoa's entire 25.1 percent stake in a joint venture (a fully integrated mining complex in the Kingdom of Saudi Arabia, in which Ma'aden owns the remaining 74.9 percent) for approximately US$1.1 billion.

Rio Tinto on the disposal of part of its aluminium fabrication business to Apollo and the FSI.

Anglo American on the US$5 billion demerger and dual listing on the London and Johannesburg stock exchanges of Mondi.

Representation of Ivanhoe Electric on the formation of a JV with Saudi miner Ma'aden, including the acquisition of rights for exploration on 48,500 sq. km. of land considered highly prospective on a royalty-free license. Ma'aden acquired a 9.9 percent equity stake in Ivanhoe Electric amounting to a US$126.4 million strategic investment, with a five-year standstill preventing it from increasing its shareholding above 19.9 percent without approval from the Board of Directors. Ivanhoe Electric sought the deal as an opportunity to deploy its groundbreaking exploration technology Typhoon™.

Representation of SES Holdings Pte. Ltd., a world leader in the development and manufacture of high-performance hybrid lithium-metal rechargeable batteries for EVs, on its US$3.6 billion combination with Ivanhoe Capital Acquisition Corp., a SPAC focused on electrification and the energy transition. The deal made SES Holdings the first publicly listed li-metals maker globally.

Representation of Newmont Mining Corp. on its US$10 billion acquisition of Goldcorp, and on its US$16.8 billion acquisition of Newcrest.

Representation of Critical Metals Corp., an exploration stage mining and development company, on its business combination with Sizzle Acquisition Corp. The transaction resulted in Critical Metals becoming a publicly traded company on the Nasdaq Global Market under Vale on its US$550 million acquisition of Brazilian iron ore miner, Ferrous Resources Limited.

Arbitration and Disputes

Representation of Vale in a contribution claim by its joint venture partner, BHP, relating to compensation payable as a result of the collapse of a dam in Brazil. This is the largest-ever claim seen against a mining company to date.

Representation of the Islamic Republic of Pakistan in an US$11 billion ICSID arbitration with Barrick Gold over the unlawful denial of a mining license for the Reko Diq copper-gold project in Balochistan. The arbitration ended in negotiated reconstitution of the project, avoiding a large settlement and enabling a new JV structure to develop the project in the future.

Representation of two international mining companies with respect to potential international claims and investment protection matters arising out of their investments in the mineral sector of the Republic of Colombia, including in connection with certain governmental actions and legislative and regulatory changes.

Representation of Gabriel Resources Ltd. in an ICSID arbitration of investment treaty claims against Romania relating to one of the largest undeveloped gold projects in the world.

Representation of Gold Reserve Inc. in an ICSID (additional facility) arbitration under the Canadian-Venezuelan BIT, relating to one of the largest undeveloped gold/copper deposits in the world, in which Gold Reserve was awarded US$740 million.

Trade

Representation of the Federal Republic of Germany in a DOC countervailing duty investigation of imports of forged steel fluid end blocks, one of the first cases to examine pro-environmental measures from a subsidy perspective, such as the EU Emissions Trading Scheme, which was designed to prevent "carbon leakage" due to producers subject to higher costs transferring production to other countries.

Representation of Laminazione Sottile in a US antidumping investigation of aluminum sheet from Italy.

Representation of Companhia Brasileira de Alumínio in a US antidumping investigation of aluminum foil from Brazil.

Representation of EUROFER, the European steel producers association, in connection with the US Section 332 (national security) investigation of steel products.

Regular trade advisors to various mining & metals companies.

Capital Markets

Representation of Ivanhoe Mines in the sale of US$575 million in aggregate principal amount of 2.50% convertible senior notes due 2026, reflecting the exercise in full of the initial purchasers' option to purchase an additional US$75 million aggregate principal amount of notes. Ivanhoe is a TSX-listed mining company that is focused on advancing its three principal joint-venture projects in Southern Africa.

Representation of Vale Ventures, Vale's corporate venture capital initiative, in its Series A investment in Mantel Capture, Inc., a Boston-based startup whose carbon capture technology has the potential to contribute to the decarbonization of heavy industry, including the mining and steel sectors.

Representation of Ivanhoe Capital Acquisition Corp. in its US$276.0 million initial public offering of 27.6 million units, including the issuance of 3.6 million units as a result of the underwriters' exercise of their over-allotment option in full.

Representation of Newmont Mining Corporation on its US$2.5 billion public offering of debt securities.

Representation of Ivanhoe Mines Ltd., a Canadian mining company focused on advancing three principal projects in Southern Africa, as U.S. Counsel on its private placement of 47,917 Class A common shares, at a price of C$12.00 per Common Share for aggregate gross proceeds of approximately CAD$575 million (~US$430 million).

Representation of Molibdenos y Metales, the global-leading, Chile-based company in molybdenum processing, in the sixth issuance of long-term debt certificates under the program established by Molymet to issue long-term certificates up to a revolving amount of MXN 12 billion (US$600 million) in the Mexican market.