The mere fact that they went into TH , and then followed with their first extension - indicates to me that they were indeed at the point where ' a discussion ' or discussions were taking place.
So why then the subsequent delay's ? if they were indeed close which I an assuming they had to be - what are the potential ' sticking ' points which are causing this delay.
A lot has been discussed here on the AJM forums , and we can forgive much of the speculations , as what else are you expected to do while waiting on the sidelines. The Company is also aware of this point , so why make shareholders wait when potentially it can lead to more panic among impatient sellers.
And just how important was the SP in the potential whole deal given the rather impromptu rises in the sector just prior to the TH. So could this be a problem in regards the transaction.. with the SP vis-a-vis being part of some 'Convertible ' component of the financing transaction. And if so , would it be more likely pitched towards a lower SP than just prior to the original TH .....or higher ?
There is also the issue with respect to the existing Loan and it's terms that should it be paid out anytime after the first 12 months , the whole balance including the interest component must be made ' Whole ' and be included to the FULL term of the facility. This would include interest on capitalized interest as well which would amount to around $53,750,000 ( ref loan terms below ). This of course on top of the Principal Loan Balance as per the Annual Report of $179,100000. So a loan and re-financing of at least $232,830,000 will almost definitely be required. This is why I previously suggested perhaps an increased facility of around $400 Million to allow for S2 and any other Corporate Matter that pokes it's ' Opportunistic ' head up......
17. BORROWINGS ( per Annual Report 2019 )
" The interest rate was 14% p.a. for the first 18 months of the loan and 15% pa thereafter. The loan is for a 3-year term expiringin August 2020. No payments other than interest are due until the loan termination date. The loan is secured over all AlturaLithium Operations (ALO) assets, shares in ALO, AJM bank accounts and certain AJM receivables. "
" The Company had the option to capitalize the first two interest payments into the facility until 6 February 2019. Accruedinterest of $19.8 million has been capitalized to the end of the year. "
So might this ' Compensation ' component and / or interest termination interest component be what's delaying the whole process. Because we have all seen what happens when disgruntled bond or note holders disagree with the treatment or interpretation of the terms. Case in point Nemaska ......and If unresolved , these matters will then have to be settled through the legal system. And so why did they intentionally use these words in their recent Quarterly :-
" has been working with financinggroups in order to provide a positive solution."
In any event we can all see that even with a re-financed loan of A $800 million at 6% - This would still be around $5 million less per annum than the current Loan arrangements at US 15.5%.
Then there is the issue of :-
Security:
" Senior secured against all of ALO’s assets (including project tenements), shares in ALO,AJM’s Australian bank accounts and certain AJM receivables "
So IMO , this security security issue brings up another potential hurdle in so far as how it relates to the ' Earn-In ' agreement with SYA. Because with any agreement of this nature , and although it does not include at this stage an ' Equity Participation ' component. Strictly speaking , the agreement would still be bound by specific contractually defined terms such as:-
"Control", "Earn-In", " Expenditures" , "Exploration" , "Earn-in Period" , and " Earn-in Right" just to name a few.
So these ' defined ' terms and their interpretation's given that SYA's 1,806 square kilometers gives AJM 51% " Control " ..... and so this may also be causing some delay's in hammering out the finite details of the ' Security ' and / or Encumbrances presiding over any ' New ' finance deal.
Begs the question as to whether this original move announced back in August 8th 2019 was in fact the beginning's of putting in place at the same time a potential ' Poison Pill ' blocking mechanism for any potential hostile move.
" The tenement package consists of some 1,806square kilometres and significantly expandsAltura’s existing Pilbara tenement holding. Theproximity of the tenements to Altura’s existingmining and processing infrastructure willsignificantly enhances the development potentialof any discoveries. "
Whereas Altura’s two mining lease tenements, M45/1230and M45/1231, cover only a total area of 394 hectares or only 3.94 square kilometers. To put that in perspective , that's
458.4 times bigger area than that of Altura's previously held Li Tenements.....
Either way , I strongly believe the Earn-In was designed to ' underpin ' security value in the future reserves ....which could even ultimately include the Authier and / or NAL or Nemaska Projects.
And given that PLS paid $8 million for it's Lynas find way back in 2016 - this area around Tabba Tabba and the Mallina projects never mind the rest of SYA's Area......has to be worth a whole heluva lot more to any potential Finance Partners going forward.
Interesting as well that this announcement made just over 1 year ago by Metalicity :-
ASX RELEASE: 20 DECEMBER 2018
" Metalicity recently signed a binding agreement with Sociedad Quimica y Minera de Chile SA (SQM) for the 100% sale of its Pilbara Lithium project, for a total sum of USD$1M (A$1.35M) and a Net Smelter Royalty (NSR) of 1% from all products produced. "
So with SQM sitting on the 3 Northern Tenements E45/227 , E45/4148 , and E45/4356 as per the above attached diagram .....and in which they seem to have got on the ' Cheap ' , it's a fair call that these guy's ( SQM ) might be starting to get a little more interested in either of PLS and or both AJM and PLS off the back of the Industry 'Jumpstart ' provided courtesy of the recent Tesla performance. They were also the original discover's / drillers of the Authier Project .....and the NAL Lithium projects in Quebec Canada ......many many years ago.
There is also the issue with respects to the Pilbara Minerals Tenement. Could this issue which had been previously been raised , also be ' muddying ' the waters in trying to expedite a speedy conclusion to the finance.
Certainty with respect to potential S2 funding on top of existing loan facilities would surely have to go hand in hand with ' Tenement ' Security as well as certainty of projected ORE reserves as per these 3 Paragraphs. So additional clarifications to long term financiers may also be needed , and thereby taking more time.
" As with the previous Ore Reserve estimate (see ASX Release 24 October 2017), it is assumed in thislatest Ore Reserve that mining may take place on the adjacent Pilbara Minerals tenement to the east tofacilitate accessing of deeper Ore Reserves on the Altura tenement.
There is clear and reasonable expectation that mining across the tenement boundary will be able to takeplace. This assumption is supported by a Memorandum of Understanding (MOU) between the two partieswhich outlines a mutual understanding to this effect
The mining on the Pilbara Minerals side of the tenement boundary has been dealt with on a conservativebasis in the estimation of these Ore Reserves, in that all mining costs are assumed to be paid by Altura.Furthermore, no economic value has been allocated to potential Ore Reserves on the Pilbara Mineralstenement, which are therefore also excluded from the reporting of the Ore Reserves. "
I guess the bottom line here people , is that there are clearly a number of other potential issues over and above those already discussed such as the effects from the Coronavirus Pandemic which may or may not be delaying the finalization's of a ' New ' financing transaction.
But more like a ' Funding Package ' to me though....
