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Premier Mining Industry Practice “They Go to Great Lengths to Understand Your Industry, Business and Specific Objectives

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Premier Mining Industry Practice “They Go to Great Lengths to Understand Your Industry, Business and Specific Objectives Premier Mining Industry Practice “They go to great lengths to understand your industry, business and specific objectives . so the advice you get it is fit for purpose. It’s not cookie cutter, and as a client that is extremely valuable.” CLIENT QUOTED IN CHAMBERS UK 2014 NATURAL RESOURCES “Sullivan is our firm of choice – they are terrific, time after time. The work is of a very high quality, and they understand our commercial intentions as well as the legal issues.” CLIENT QUOTED IN CHAMBERS USA 2013 “The partners ‘are detail oriented, efficient and they think strategically’. ‘Their legal expertise is absolutely first rate but equally or more valuable is their general industry/business advice and suggestions on how to tackle issues.” LEGAL 500 LATIN AMERICA 2013 Mining and Metals &C’s presence in the mining and metals sector is The Firm’s standing in the industry is reflected in the number of major mining and metals companies and other Sunrivaled. We continue to be the firm of choice for active industry participants that it has represented, both directly and in consortia, including: structurally complex, market-opening and precedent-setting deals. Our practice is not confined to working with major Alcan Inco Ltd. Alumina Kenmare Resources mining companies, and we frequently apply our expertise to Anglo American Kinross Gold Corp. benefit junior mining companies in their growth initiatives, AngloGold Ashanti Korea Resources (KORES) Antofagasta as well as strategic and alternative investors and lenders and Lihir Gold Ltd. Arrium Midwest Vanadium underwriters to the industry. We have particular expertise Atlas Iron Pty. Ltd. in challenging emerging markets. Our multi-disciplinary BHP Billiton Minera Escondida Ltda. Barrick Gold Minsur approach ensures that clients benefit from our industry Corporation Mitsui experience in each of our core practice areas, which include: Bluescope Steel Moly Mines CST Mining Group Newcastle Coal China Aluminum Infrastructure Group OUR CORE Mergers & Acquisitions and Joint Ventures International Trading PRACTICE AREAS Co., Ltd Newmont Mining Project Development and Finance China Minmetals Nippon Steel Capital Markets, Leveraged Finance & Lending China Shenhua Energy Rio Tinto Private Equity Discovery Metals Sociedad Cerro Verde Restructuring The Energy and St. Barbara Commodities, Futures & Derivatives Mineral Group Sumitomo Metal Mining Tax Fortescue Metals Group Co., Ltd. Sanctions and Trade HudBay Minerals Sumitomo Corporation Disputes and Investigations Iluka 2 3 Mining and Metals MERGERS & ACQUISITIONS perennial leader in global M&A, S&C consistently A ranks among the top law firms for M&A in the mining and metals sector. The Firm has advised on many of the MINING AND METALS M&A RANKINGS: U.S. LAW FIRMS, 2004–2015 most industry-altering transactions, for both large mining Ranked by value ($ billions) conglomerates and smaller-cap companies. We are regularly Sullivan & Cromwell — $242.8 2nd ranking — $181.2 called upon by many of the premier names in the sector to 3rd ranking — $162.0 4th ranking — $154.2 handle their most challenging and complex ventures. We have 5th ranking — $146.4 6th ranking — $146.0 particular expertise in competition law and its application to the industry. “Recognized for the strength of MINING AND METALS M&A RANKINGS: GLOBAL FIRMS, 2004–2015 its mining group, which acts Ranked by value ($ billions) 1st ranking — $280.1 domestically and internationally in Sullivan & Cromwell — $242.8 3rd ranking — $220.3 relation to M&A and the acquisition 4th ranking — $213.7 5th ranking — $181.2 and disposition of interests in mines 6th ranking — $180.6 Source: Thomson Reuters, April 2, 2015 and mining companies.” Data include representations of principals and financial advisers CHAMBERS USA 2014 4 5 Mining and Metals MERGERS & ACQUISITIONS continued SELECTED MINING AND METALS M&A Nippon Steel & Sumitomo Xstrata Copper in its acquisition Antofagasta plc (U.K.) in the Bucyrus International, Inc. Mitsui & Co., Ltd. (Japan) in its Anglo American plc (U.K.) in the Metal Corporation (Japan) in of Tintaya’s copper mines in Peru $350 million acquisition by (U.S.) in its $1.3 billion acquisition $1.1 billion acquisition from Vale $1.28 billion sale of its remaining connection with its subsidiary from BHP Billiton Marubeni Corporation (Japan) of the mining equipment business S.A. (Brazil) of a non-controlling 11.4% interest in AngloGold Osaka Steel Co., Ltd.’s (Japan) of a 30% interest in Minera of Terex Corporation (U.S.) (2010) stake in the Bayóvar phosphorus Ashanti Limited (South Africa) to pending acquisition of Tokyo Xstrata Copper in its acquisition Antucoya (Chile), a greenfield ore project (Peru) and the entry investment funds associated with Kohtetsu Co., Ltd. (Japan) (2015) of the Las Bambas copper copper project with an estimated Lihir Gold Ltd. (Papua New into a joint venture with Vale and Paulson & Co. (U.S.) (2009) concession in Peru from the capital cost of $1.6 billion (2012) Guinea) in its $8.9 billion The Mosaic Company (2010) Sumitomo Metal Mining Co., Peruvian government acquisition by Newcrest Mining Antofagasta plc (U.K.) as seller Ltd. (Japan) and Sumitomo Nippon Steel Corporation Ltd. (Australia) (2010) Mitsui & Co. (USA), Inc. (U.S.) in in Marubeni Corporation’s (Japan) Corporation (Japan) in Kinross Gold Corporation (Japan), the largest shareholder the sale of its interest in TAMCO $1.3 billion acquisition of 30% connection with Lundin Mining (Canada) in its $3.1 billion of Usinas Siderurgicas de Minas Kinross Gold Corporation Steel (U.S.) to Gerdau Ameristeel interests in each of Minera Corporation’s (Canada) $1.8 billion acquisition of Bema Gold Gerais S.A. (Usiminas) (Brazil), (Canada) in its C$7.4 billion Corporation (U.S.) in conjunction Esperanza and Minera El Tesoro acquisition of 80% of the Corporation (Canada) (2007) in the $2.37 billion acquisition ($7.2 billion) acquisition of Red with shareholders Ameron (U.S.) (Chile) (2008) Candelaria project in Chile (2014) by an investor group comprising Back Mining Inc. (Canada) (2010) and Tokyo Steel (Japan) (2010) China Vanadium Titano- Ternium SA (Argentina), Siderar Anglo American plc (U.K.) in its Magnetite Mining Company Nippon Steel Trading Co. Ltd. Nippon Steel & Sumitomo (Argentina) and Confab Industrial Mitsui & Co. (USA), Inc. (U.S.) in $5.5 billion acquisition of certain Limited (Hong Kong) in relation (Japan) in its $1.3 billion merger Metal Corporation (Japan) in S.A. (Brazil) of an approximately relation to a 50/50 joint venture assets of MMX Mineração e to its proposal for privatization of with Sumikin Bussan Corp. its $1.78 billion acquisition with 28% stake in Usiminas (2012) with Nucor Corporation (U.S.) Metálicos (Brazil) from Mr. Eike ArcelorMittal SA (Luxembourg) the company by way of a scheme (Japan), to form a new company intended to serve as a platform Batista (2008) of ThyssenKrupp Steel USA, LLC of arrangement to be made Barrick Gold Corporation (2013) to establish steel-related projects (U.S.) (2013) by the company’s controlling (Canada) in its $7.7 billion in North America and globally China Minmetals Non-Ferrous Dynatec Corporation in the shareholder, Keen Talent Holdings acquisition of Equinox Minerals (2010) Metals Co. Ltd. (China) in their sale of a 27.5% interest in the Anglo American plc (U.K.) in Ltd. (Hong Kong), a wholly owned Limited (Australia) (2011) 50/50 joint venture establishing the sale of its 70% interest in unit of Trisonic International Ltd. Ambatovy nickel and cobalt Nippon Steel Corporation Copper Partners Investment the Amapá iron ore operation in (Hong Kong) (2012) China Aluminum International mining project (Madagascar) to (Japan) in relation to its purchase Company Ltd. (Bermuda) (2006) Brazil to Zamin Ferrous Limited, Trading Co., Ltd. (China), both Sumitomo Corporation and of a 23.3% interest in Minas de a private international mining CST Mining Group Limited through its wholly owned Korea Resources Corporation, Revuboe, Limitada (Mozambique) Kinross Gold Corporation group founded by Pramod (Hong Kong) in the $505 million subsidiary, Chalco Trading Hong as well as in SNC-Lavalin Inc.’s from Nippon Steel Trading Co. (Canada) in relation to the $220 Agarwal (2013) sale of its 70% stake in Marcobre, Kong, in its long-term coal acquisition of a 5% interest Ltd. (Japan) for an undisclosed million sale of its 19% interest the project company which supply and purchase agreement (2006) amount (2010) in the Diavik diamond mine The Energy & Mineral Group operates the Mina Justa copper with Erdenes Tavan Tolgoi JSC (Canada) to Harry Winston Inco (Canada) in connection with (U.S.) in the joint venture between mine in Peru, to Cumbres Andinas (Mongolia) and Erdenes MGL Nippon Steel Corporation Diamond Corporation (Canada) the $17.8 billion unsolicited bid by its affiliate, Nunavut Iron Ore, and S.A. (Peru), a subsidiary of Minsur LLC (Mongolia) (2011) (Japan) in its $350 million joint (2010) ArcelorMittal through an increase S.A. (Peru) (2012) Vale (Brazil) (2006) – the largest venture in Mexico with Ternium in interest in Baffinland Iron Mines Sumitomo Metal Mining Co., Latin American M&A deal of S.A. (Mexico) for the manufacture Bluestone Coal Corporation (U.S.) Corporation, making a capital Alcan Inc. (Canada) in its $43 Ltd. (Japan) and Sumitomo 2006. The transaction made Vale, and sale of hot-dip galvanized in its $436 million acquisition by contribution and an increase in billion acquisition by Rio Tinto plc Corporation (Japan) in its already the global leader in iron and galvannealed steel sheets OAO Mechel (Russia) (2009) its share of the equity funding (U.K.) (2007) acquisition of a 45% stake in the ore production, the second-largest primarily to serve the Mexican commitments for Baffinland’s Mary Sierra Gorda project in Chile mining company in the world. automobile manufacturing market Nippon Steel Corporation River Project (2012) from Quadra FNX Mining Ltd.
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