Ground breaking Leading legal advice for the sector

The Linklaters mining team advises the world’s leading mining companies and financial institutions on a range of complex transactions across the mining sector. With unrivalled sector knowledge and expertise, we provide our clients with commercial solutions in all the world’s major mining regions, dealing with both local and international legal issues.

Understanding the sector “ Their strengths The Linklaters mining team has advised a As regulators increase pressure on the are the quality of huge number of mining companies, from sector, our leading regulatory lawyers corporate giants to juniors, on a wide range support our clients with their anti-bribery personnel, sector of legal issues. As a result, we understand and corruption policies. We are also able knowledge, resources the challenges that you face across all to provide clients with cross-disciplinary and international commodity types and at every stage of advice on governance and licence-to- the mining life cycle, from acquisition and operate issues. scope they can bring financing to development, expansion and On-the-ground support to bear on a deal.” disposal and everything in between. In your pursuit of the earth’s natural Chambers 2016, Mining Having operated in the mining sector resources, we recognise that you will often for decades, we have seen the ups and operate in remote areas of the world. Twelve years at the top downs, the good times and the more These countries may have legal regimes difficult. Despite the challenging market, that are still under development and facing through innovative, forward-thinking legal periods of significant political change. Ranked in the Top Tier solutions we are able to assist our clients Our emerging markets team is well of Legal Advisors for in accomplishing their business objectives positioned to help clients develop risk and to successfully mitigate against risk. mitigation strategies and has a proven Mining for the Last As the sector continues to feel the effects ability to navigate through previously Twelve Years untested legal regimes. In some cases we of falling commodity prices and Chinese Chambers and Legal 500 economic slowdown, we have been, have even been asked to assist with the and continue to be, at the forefront of drafting of amendments to local laws in helping our clients to deal with distressed order to facilitate major transactions. situations, debt refinancing and equity Complex, multi-jurisdictional transactions capital raising. Though high-value frequently require a range of language acquisitions have dwindled, we continue skills in order to understand the intricacies Abu Dhabi | Amsterdam | Antwerp | Bangkok | Beijing | Berlin to guide clients on acquisitions and of the transaction and execute the deal Brisbane* | Brussels | Cape Town*** | Delhi∆ | Dubai divestments, as well as refinancings, to the client’s competitive advantage. Our Düsseldorf | Frankfurt | Hanoi* | Ho Chi Minh City* reorganisations and spin-offs, that are multilingual mining team includes fluent Hong Kong | Jakarta** | Johannesburg*** | Lisbon | highly complex and strategic in their Luxembourg | Madrid | Melbourne* | Milan | Mandarin, Cantonese, Russian, French, Mumbai∆ | Munich | New York | Paris | Perth* | Port Moresby* nature. Our dispute resolution team helps Spanish and Portuguese speakers, Rome | São Paulo | Seoul | Shanghai | Singapore | Stockholm clients on a wide range of litigation and enabling us to service our clients’ Sydney* | Tokyo | Ulaanbaatar* | Warsaw | Washington, D.C. arbitration cases, which increasingly transactional needs all over the world. * Office of integrated alliance partner Allens include advice on how to navigate the ** Office of formally associated firm Widyawan & Partners complex threat of resource nationalism. *** Office of collaborative alliance partner Webber Wentzel ∆ Office of best friend firm TT&A Our global mining team have acted on some of the most significant transactions in the sector, including advising: >>Glencore on its US$10bn debt >>Sibanye Gold on its listing and >>Morgan Stanley on the first ever dual reduction measures, including acquisition of a 74% shareholding in listing of an Australia-incorporated US$2.5bn new equity capital raise Gold One International company, Sino Gold Mining, on the and its strategic disposals >>the lenders on the financing for HKSE and ASX >>Anglo American on the sale of the EuroChem’s US$3bn Usolsky potash >>Rio Tinto on its US$38.1bn remaining 50% of Tarmac, its Chilean mine in Perm, Russia, the first project recommended cash offer for Alcan, copper mines, its Rustenburg platinum financing of a mining project in Russia its defence against the US$147bn operations and on the restructuring of its >>Noble Group on its acquisition of a hostile takeover bid by BHP Biliton interests in Samancor 55% stake in the Jamalco bauxite and the intended strategic US$19.5bn >>Aquarius Platinum on its takeover by mining and alumina refining joint investment in by Chinalco Sibanye Gold venture in Jamaica and its strategic >>Kazakhmys on its premium listing on >>Rio Tinto on its US$7.5bn refinancing investment in Berau PT the LSE and its joint venture with and its US$10bn MTN Update >>Fresnillo on the acquisition of Jinchuan Group of the PRC to >>Glencore on its US$15.25bn refinancing Newmont Mining’s remaining stake develop the Aktogay Copper Project and on a US$2.250bn bond issue in Penmont Mining >>Shandong Iron & Steel Group on its >>the agent and lenders on Lonmin’s >>Polyus Gold International on its premium US$1.5bn acquisition of a 25% stake refinancing listing on the LSE and the cancellation of in African Minerals’ Tonkolili >>the lenders on Vale’s US$5bn Nacala its existing LSE listing of GDRs mine and related rail, port and power Corridor rail and port project in Malawi >>Glencore on its C$6.1bn acquisition of infrastructure projects in Sierra Leone and Mozambique to transport coal from Viterra, its acquisition of an additional >>Noble Group on its off-take and its mines to overseas markets 20% indirect equity interest in Mutanda marketing agreement with Nyrstar for >>a large mining company on the review of and subsequent US$3bn merger of zinc in Europe governance and compliance practices Mutanda and Kansuki mining projects in >>the banks on the spin-off listing of across its operations in Africa, Latin the Democratic Republic of Congo Petropavlovsk’s IRC Limited, its Russia- America and Australasia >>Gold Fields on a US$500m revolving focused non-precious metals division, >>Glencore on its US$70bn all-share credit facility and its spin-off listing of on the HKSE merger of equals with Xstrata and Sibayne Gold with a primary listing on >>the banks on the IPO and listing on the their US$7bn disposal of the Las the JSE and a secondary listing of ADRs LSE of African Barrick Gold Bambas copper mine in Peru to a on the NYSE >>Eldorado Gold Corporation on its Chinese consortium >>Evraz on its premium listing on the LSE, US$1.9bn acquisition of Sino Gold Mining >>Kazakhmys on the formation of a US$600m notes issue and on its >>Fresnillo on its demerger from Penoles KAZ Minerals and on the disposal US$375m proposed return of capital and IPO and listing on the LSE, creating of its majority stake in ENRC and >>the banks on Xstrata’s US$6bn the world’s largest primary silver producer subsequent significant restructuring revolving credit facility, a US$4.5bn >>Gem Diamonds on its IPO and listing and divestment of a large proportion note issue, a US$5.9bn rights issue on the LSE and acquisitions of diamond of its copper portfolio and Xstrata’s US$2bn acquisition of mines in Australia, Indonesia, Botswana >>Minmetals Resources on its acquisition Prodeco coal assets and Angola of ASX and TSX listed Anvil Mining >>the banks on the £700m IPO and >>Hochschild Mining on its IPO and listing for approximately US$1.3bn listing on the LSE of Vallar; the US$3bn on the LSE – the first Peruvian company >>Glencore on its US$2.2bn convertible acquisition of 25% of Bumi Resources to list in London bond issue, subsequent IPO and listing and 75% of Berau Coal Energy and >>Vedanta Resources on its IPO and listing on the LSE and HKSE and its recent the step-up premium listing of on the LSE and on the financing of the secondary listing on the JSE Bumi plc on the LSE intended acquisition of Cairn India >>Anglo American on its US$5.1bn >>MMX Mineracao e Metalicos, the >>Nikanor on its IPO and listing on the acquisition of the Oppenheimer family’s Brazilian mining company, on its LSE, cash placing, strategic investment interest in De Beers, its US$1.3bn US$3.5bn acquisition of a majority by Glencore and on its US$3.3bn disposal of its zinc assets to Vedanta stake in PortX, the Brazilian port merger with TSX listed Katanga Resources and the formation of a 50:50 operator responsible for operating the Mining to create Africa’s largest joint venture with Lafarge Tarmac LLX Sudeste Superport on the southern copper producer coast of Rio de Janeiro

Global mining team

Charlie Jacobs Toby Grimstone Robert Cleaver David Avery-Gee Partner, London Partner, London Partner, Hong Kong Partner, London Tel: +44 20 7456 3332 Tel: +44 20 7456 4893 Tel: +852 2901 5525 Tel: +44 20 7456 2144 [email protected] [email protected] [email protected] [email protected]

Andrew Jones Bertrand Andriani Pedro Siza Vieira Partner, London Partner, Paris Partner, Lisbon Tel: +44 20 7456 5892 Tel: +33 1 56 43 57 80 Tel: +351 21 864 00 14 5014 [email protected] [email protected] [email protected] linklaters.com

Linklaters LLP is a limited liability partnership registered in England and Wales with registered number OC326345. The term partner in relation to Linklaters LLP is used to refer to a member of the LLP or an employee or consultant of Linklaters LLP or any of its affiliated firms or entities with equivalent standing and qualifications. A list of the names of the members of Linklaters LLP and of the non-members who are designated as partners and their professional

qualifications is open to inspection at its registered office, One Silk Street, London EC2Y 8HQ, England or on www.linklaters.com and such persons are either solicitors, registered foreign lawyers or European lawyers. GC6129A_F/01.16