Slide 1: Overview of Nyrstar's EUR 490M Rights Issue
Overview of Nyrstar’s EUR 490M Rights Issue Heinz Eigner, Chief Financial Officer 19 March 2012 1
Slide 2: Important Notice
Important Notice - This presentation has been prepared by the management of Nyrstar NV (the "Company"). It does not constitute or form part of, and should not be construed as, an offer, solicitation or invitation to subscribe for, underwrite or otherwise acquire, any securities of the Company or any
Slide 3: I. Nyrstar at a Glance
I. Nyrstar at a Glance II. Transaction Context III. Transaction Overview and Timetable IV. Pricing Considerations V Trading VI. Summary 3
Slide 4: Nyrstar at a glance
Nyrstar at a glance Nyrstar is an integrated mining and metals business, with market leading positions in zinc and lead, and growing positions in other base and precious metals; essential resources that are fuelling the rapid urbanisation and industrialisation of our changing world. Nyrstar is incor
Slide 5: II. Transaction Context
I. Nyrstar at a Glance II. Transaction Context III. Transaction Overview and Timetable IV. Pricing Considerations V Trading VI. Summary 5
Slide 6: Nyrstar's Growth Strategy
Nyrstar’s Growth Strategy Ambition: €1.5bn EBITDA New business 50% Further Mining Acquisitions Active business Mining 50% EBITDA * Today Yesterday Smelting 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Restructuring Achieving excellence in everything we do Support Living the Nyrstar Way processe
Slide 7: Increased exposure across the zinc value chain
Increased exposure across the zinc value chain, further positioning Nyrstar to take full advantage of strong zinc industry fundamentals One of the world’s largest zinc smelters (kt pa) Top five zinc miners (kt pa) Existing assets at full production Source: Brook Hunt 2011 mine and smelter production
Slide 8: Considerations
Considerations − Upstream expansion strategy suggested to increase equity base of the company − Strong Belgian retail investor base suggested method that would allow participation by this investor segment − Fractional value of approx. €15 / share required shareholder approval process for the offerin
Slide 9: III. Transaction Overview and Timetable
I. Nyrstar at a Glance II. Transaction Context III. Transaction Overview and Timetable IV. Pricing Considerations V Trading VI. Summary 9
Slide 10: Rights Offering Summary Timetable
Rights Offering Summary Timetable Extracts from Nyrstar Press Releases - “Nyrstar today announced that it has published a notice to convene an extraordinary general shareholders' meeting to vote on a proposal to permit a rights offering in an amount of up to €500 million.” The Announcement - “The bo
Slide 11: Rights Offering Termsheet
Rights Offering Termsheet − €490 million Offering Size − 70m shares to be subscribed, representing 70% of the shares outstanding Subscription Price − €7.0 per share, paid in for cash − Share issuance with preference rights to existing shareholders − 1 right per existing share after market close on F
Slide 12: An Extensive Marketing Effort - Nyrstar 2-Week Roadshow
An Extensive Marketing Effort - Nyrstar 2-Week Roadshow Toronto (1 day) Boston (1 day) New York (1 day) London (21/2 days) Amsterdam (1/2 day) Brussels (2 days) Frankfurt (1 day) Paris (1 day) Zurich (1/2 day) Geneva (1/2 day) Hollywood, FL Milan (1 day) (BMO Conference, 2 days) Key Highlights of th
Slide 13: IV. Pricing Considerations
I. Nyrstar at a Glance II. Transaction Context III. Transaction Overview and Timetable IV. Pricing Considerations V Trading VI. Summary 13
Slide 14: Market Environment at the Time of Launch (Feb 2011)
Market Environment at the Time of Launch (Feb 2011) Performance of Key Indices (Nov 2010 to Feb 2011) Prevailing Macroeconomic Themes 110% − Bull Case - Strong global economic growth expected in 2011, mainly driven 4.8% by BRIC countries Indexed Price 105% 3.5% - Strong start of earnings season with
Slide 15: Key Principles to Set the Rights Offering Discount
Key Principles to Set the Rights Offering Discount − The value of the subscription right compensates existing shareholders for the discount of the issue price versus the prevailing stock reference price TERP Discount − The higher the discount, the higher the theoretical value of the right received b
Slide 16: Rights Issue has no Economic Impact for Shareholders
Rights Issue has no Economic Impact for Shareholders − Exercising ALL the subscription rights will require additional cash investment − Selling ALL the rights will reduce the equity stake but increases the cash position − Selling a portion of the rights to fund the exercise of the remaining rights c
Slide 17: Pricing Considerations
Pricing Considerations Indicative Parameters for a Nyrstar Rights Issue Assumptions TERP Calculations − The TERP is an average of the share price pre rights issue and the Reference Price (VWAP of 23-Feb-2011) €11.58 subscription price, weighted by the number of shares outstanding Shares Out. 100.01m
Slide 18: V. Trading
I. Nyrstar at a Glance II. Transaction Context III. Transaction Overview and Timetable IV. Pricing Considerations V Trading VI. Summary 18
Slide 19: Share Price Performance from Announcement to Completion
Share Price Performance from Announcement to Completion Mar-2011 Mar-2011 Jan-2011 Feb-2011 Brent Crude Mar-2011 Japan nuclear Protests in Egypt Protests in Lybia futures reach a Japan earthquake threat high of US$116.2 15-Nov 24-Feb 25-Feb 11-Mar 15-Mar Announcement Publication of Start of Rights E
Slide 20: Trading of the Rights During the Subscription Period
Trading of the Rights During the Subscription Period Trading of the Right: Price and Volume Key Comments − The rights trading volumes were relatively low compared to similar transactions due to the high proportion of retail investors in the shareholder base − However the right was relatively well ar
Slide 21: VI. Summary
I. Nyrstar at a Glance II. Transaction Context III. Transaction Overview and Timetable IV. Pricing Considerations V Trading VI. Summary 21
Slide 22: Summary
Summary − Largest Belgian equity raising since the AB-Inbev rights issue in December 2008 − Well-received by shareholders with key shareholders BlackRock (9.96%) and Glencore (7.79%) publicly expressing their pro-rata take up pre-launch and a 95% take-up rate − Positive share price performance since
Slide 23: Investor feedback
Investor feedback Although some accounts mentioned the large relative size of the rights issue, the market generally was comfortable with the size Size Nyrstar's aversion to financial leverage seen as a positive Management's track-record on M&A provides comfort on sizing rights issue Investors recog