SOURCE: https://www.asx.com.au/asxpdf/20160317/pdf/435x3w5303xnwj.pdf
Marketing
According to its December 2015 quarterly activities Flinders’ Managing Director visited eight steel mills in China with whom Flinders has a memorandum of understanding, as well as a number of other groups involved in infrastructure development. All eight mills confirmed their
continued desire to complete offtake agreements with Flinders once a PIOP transport solution is agreed
THEN
2017 Railway (BBI Rail Aus Pty Ltd) - Western Australian Legislation
This agreement states PIOP which is flinders mining lease
YES BUT FLINDERS DON’T HAVE ANY OFFICIAL DEALS WITH BBI
YES WE DO HAVE at least 2 DIRECTORS IN COMMON as per BOD statement.
It is TIO’s view that the recent uncertain and volatile iron ore market conditions
and lack of an existing transportation infrastructure solution make the
development of PIOP by Flinders very challenging. Not withstanding the recent
private placement by Flinders, TIO is of the view that Flinders is likely to
need to source additional funding in the near to medium term to fund its corporate overheads and maintain its projects in good standing even if no progress is made on the development of PIOP.
Further, even if Flinders can overcome the challenges of the
uncertain and volatile iron ore market conditions and its current lack of access to transportation infrastructure, TIO expects that Flinders will require additional funding:
recommence and complete the existing BFS for the development of
PIOP (which TIO understands is currently suspended) and/or examine
other development options; andif a final investment decision was ever made, to
Take PIOP into production, in which case this funding requirement is likely to be very
significant.
For example, the independent experts report for the PIOP Option transaction assumed an initial capital expenditure of $800
million for construction of a 25mtpa stand alone mine project.
YES YOU NEED 50 mil tonnes per anum where you going to get it from.
7
Intentions in relation to Flinders (SHOWS THE HEART OF TIO)
7.1
Introduction
The intentions of TIO are set out in this section 7
. As set out in this section 7 these intentions are subject to a general review and reflect current intentions based on current information.
By making the Offer, TIO is seeking to increase its shareholding in Flinders to at least a level where it can better influence the future direction of Flinders and the evaluation of the future development options for PIOP.
The intentions below reflect this objective.
7.2
Intentions if TIO acquires 90% or more of the Flinders Shares
(a)
Introduction
This section 7.2
describes the intentions of TIOif it acquires a Relevant Interest in at least 90% of the Flinders Shares and becomes entitled to proceed to compulsory acquisition of outstanding Flinders Shares in accordance with Part 6A.1 of the Corporations Act.
If TIO becomes entitled to do so, it intends to:
proceed with compulsory acquisition of the outstanding Flinders
Shares in accordance with the provisions of Part 6A.1 of the Corporations Act, including any Flinders Shares which are issued after the close of the Offer as a result of the vesting of Performance Rights or Incentive Rights;
following completion of the compulsory acquisition of the outstanding Flinders Shares, apply for termination of official quotation of Flinders
Shares on ASX and arrange for Flinders to be removed from the official list of ASX; and
if TIO also becomes entitled to compulsorily cquire any outstanding Performance Rights or Incentive Rights in accordance with Part 6A.2 of the Corporations Act, TIO intends to proceed with compulsory acquisition of those securities, although it reserves the right not to do so. If TIO becomes entitled to acquire all the equity securities in Flinders, its intentions are set out below.
(b)
General review
TIO intends generally to continue Flinders’ core business, namely, mineral resource exploration and development, within the context of the intentions and plans set out in this section
7
. However, after the end of the Offer Period when TIO has access to further information about Flinders,it intends to conduct a general review of Flinders’ business to further:
evaluate Flinders’ performance, profitability, costs, capabilities and prospects;
assess possible operational and strategic opportunities; and identify opportunities for operating synergies.
The specific intentions set out in this sectio 7.2are subject to, among other things, the results of this review.
(c)Corporate matters
If Flinders becomes wholly owned by TIO, it intends that the Flinders Board will be comprised of solely of its nominees (whose identities ar yet to be determined).
(d)PIOP
If Flinders becomes wholly owned by TIO, it intends to undertake a strategic review of PIOP to assess the various possible future development options for PIOP; the likely economic viability and timing of such development options; the sources and availability of funding for such development options; and the possibility that future iron ore market conditions may be favourable to such development options.
Depending on the outcome of this detailed review, TIO may be in a position to determine
what at most appropriate development option for PIOP is(including whether or not it should be integrated with the Balla Balla Infrastructure Project)what work should be undertaken in pursuit of the most appropriate development plan for PIOP in the near term in light of the expected ongoing uncertainty and volatility in the iron ore market (including any necessary restructuring activities of Flinders and the PIOP assets); or whether PIOP should be placed into care and maintenance until iron ore market conditions improve and stabilise.
(e)Other projects If Flinders becomes wholly owned by TIO, it intends to undertake a review of Flinders Canegrass and South Australian projects to assess whether or not they are projects that TIO would be interested in Flinders pursuing further.
(f)Impact on employees
Subject to the general review described in section
7.2(b)and the specific reviews of PIOP described in section
7.2(d)and of Flinders’ other projects described in section 7.2(e)
TIOdoes not currently intend to make any material reductions to Flinders’ permanent staffing levels in the event that Flinders becomes wholly owned by TIO
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