corporate presentation – april 2008
TRANSCRIPT
CORPORATE PRESENTATION
APRIL 2008
DISCLAIMER
This presentation relating to MMX Mineração e Metálicos S.A. (“MMX”) includes “forward-looking statements”, as that term is defined in the Private Securities Litigation Reform Act of 1995, in Section 27A of the Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934. All statements other than statements of historical facts are statements that could be deemed forward-looking statements and are often characterized by the use of words such as “projects”, “expects”, “anticipates”, “intends”, “plans”, “believes”, “estimates”, “may”, “will”, or “intends”, or by discussions or comments about our objectives, strategy, plans or intentions and results of operations. Forward-looking statements include projections regarding our operating capacity, operating expenditures, capital expenditures and start-up dates.By their nature, these forward-looking statements involve numerous assumptions, uncertainties and opportunities, both general and specific. The risk exists that these statements may not be fulfilled or, even if they are fulfilled, the results or developments described in such statements may not be indicative of results or developments in future periods. We caution participants of this presentation not to place undue reliance on these forward-looking statements as a number of factors could cause future results to differ materially from these statements.Forward-looking statements may be influenced in particular by factors such as the ability to obtain all required regulatory approvals on a timely basis or at all, exploration for mineral resources and reserves, difficulty in converting geological resources into mineral reserves, and changes in economic, political and regulatory conditions. We caution that the foregoing list is not exhaustive. When relying on forward-looking statements to make decisions, investors should carefully consider these factors as well as other uncertainties and events. MMX does not undertake to update our forward-looking statements unless required by law. This presentation is neither an offer to sell (which can only be made pursuant to definitive offering documents) nor a solicitation of an offer to buy any securities in the United States, or any other jurisdiction. The securities referred to herein have not been registered in any jurisdiction, and in particular, will not be registered under the U.S. Securities Act of 1933, as amended, or any applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. This presentation and its contents are proprietary information and may not be reproduced or otherwise disseminated in whole or in part without MMX’s prior written consent.
Investor Relations
Nelson Guitti – Director
Elizabeth Cruz – Manager
Gina Pinto - Analyst
Tel. 55 21 2555-5634 / 5558/ 5563
Corporate Structure before Restructuring and Anglo’s proposal
30% CentennialAsset Corumbá
49% Anglo American
MMX Corumbá
49% Anglo American
LLX Logistica
85%
30% Centennial AssetParticipações Logística
LLX AçuLLX Minas-Rio
100%
Minas-Rio Project
70%
30% Cleveland Cliffs
MMX Amapá
70%
MMX Minas-Rio
51%
AVX Mineração MMX Metálicos
100%
15% OTPP
70%51%
MMX & Anglo American Transaction
1
Centennial AssetCorumbá
MMX Corumbá
70%
30%
MMX Amapá
70%
MMXMinas-Rio
AVX Mineração
MMX Metálicos
70%51%
IronX
MMX currentshareholders
43%57%
51%100%
100%
ControllingShareholders
of MMX
LLX Minas-Rio
LLX Açu
30%
Centennial AssetParticipações
Logística
30% 49%
100%
( 1 ) ( 3 )( 2 )
( 1 ) Includes 100% of Metallics Amapá; ( 2 ) Includes MMX´s option in 50% of future Pelletizing Plant; (3) Includes 100% of Metallics Corumbá
Cleveland Cliffs
Corporate Structure after Restructuring and the approval of Anglo’s proposal
MMX & Anglo American Transaction
Current MinorityShareholders of MMX&
49%
2
Announcement of the Transaction: January 17, 2008
Execution of Share Purchase Agreement signing between Anglo and Controller: March 31, 2008
MMX’s Board meeting to approve restructuring and call of Shareholders’ Meeting: immediately after Share Purchase Agreement is executed
Restructuring approval at MMX’s shareholders’ meeting: approximately 30 days after Board Meeting
Controller stake sale financial closing: immediately after Shareholders Meeting
IronX and LLX listing on Bovespa: immediately after restructuring (note that this process can beinitiated before the Board Meeting, in order to expedite the process and respect timeliness)
IronX’s remaining shareholders’ tag along offer: after public listing of IronX and consequent CVM public offering registration
Transaction Timeline
MMX & Anglo American Transaction
Further annoucements will be made in due course upon execution of the definitive transaction documents
3
NEW MMX
Iron Ore: 4.9 Mtpy
Pig Iron: 0.4 MtpySemi-Finished: 0.5 Mtpy
Engineer Eliezer BatistaNatural Reserve
MMX is the exclusive vehicle
for mining projects
MMX Corumbá System
Amapá System Royalties
• Açu Pellet Plant Option• Minas-Rio Royalties
New MMX includes marketable Securities + Cash + Royalties
AVX Mineração
Iron Ore: 10 Mtpy
4
MMX CORUMBÁ SYSTEM - TIMELINE
Start-upPig Iron Corumbá
20102003 2004 2005
Asset acquisitions
Start-up CorumbáMine
20092006 2008
Start-up MiniMill Corumbá
2007
Engineering;
begin drilling
2011
Iron ore (Mt)
Pig iron (Mt)
0.7
1.5 2.1
0.1 0.4
Semi-finished (Mt)
0.2
3.5 4.9
0.5
4.9
0.5
Start-up second iron
ore plant
0.4 0.4 0.4
MMX Corumbá System
Iron Ore: 4.9 Mtpy
Pig Iron: 0.4 Mtpy
Semi-Finished: 0.5 Mtpy
5
Total Production
AVX AVG and Minerminas acquisition
AVX
PortSudeste
AVG acquisition - concluded in December, 2007 for US$224 million in 5 annual installments
Minerminas acquisition – concluded in March, 2008 for US$ 115,6 million in 7 semi-annual installments
AVX current iron ore production capacity: 2.9 Mtpyof fines and lump
Production capacity to increase up to 8 Mtpy – total estimated capex of US$40 million for 2008-2009 approved
Export contracts under negociation
Current sales – around 75% to the domestic market
Current logistics: MRS railway and Sepetiba Port
Capacity expansion to 10-12 Mtpy under analysis
Future logistics: MRS railway system connecting to Port Sudeste
Port Açu
6
AVX MINERAÇÃO - TIMELINE
2010200920082007 2011 2012
Total estimated capex of US$40 million for 2008+ 2009 approved
High quality products – sinter feed (63%) + lump (21%)+ pellet feed (16%)
Production capacity expantion to 10-12 Mtpy under analysis
New acquisitions to be concluded
Asset
acquisitions
AVG + Minerminas
New acquisitons
AVX Mineração
6.6
6.1
10UNDER
ANALYSIS
Studies to
increase
capacity
UNDER ANALYSIS
7
Engineering studies are being carried to define the capex for expansion from 2009.
LLX LOGÍSTICA S.A. – Highlights
LLX was created in march 2007, aimed at exploring thesignificant growth potential in infrastructure and logisticsservices through the development of major port systems in the Southeast region of Brazil.
Its main strengths are:
Strategic locations and large back-areas;
Low-cost operational model;
Long Term contracts with diversified sectors and
synergies generated within the EBX Group;
Experienced management team;
Social and Environmental Responsibility.
8
LLX – PROJECTS
LLX will build 3 major port systems in the Southeast region of Brazil
Port Açu - “Super Port”Mixed-use terminal sized to berth carriers up to 200,000 tons
Back-area covering 7,800 ha
Draft of 18.5 m
Main Products: Iron Ore from MMX Minas-Rio Pipelines; steel, coal,
granite, ethanol/ oil derivatives, LNG and containers.
Port SudestePort terminal located in the Itaguaí Industrial Area
Accessed by MRS railway
Best poised to capture transportation of Minas Gerais main Iron Ore producers
Draft of 18.5 m
Area covers 52.1 ha
Port Brasil - “Super Port”Mixed-use port terminal
Total Area of 1,950 ha
Draft of 18.5 m
Main Products: Containers, iron ore, agricultural bulk, liquid bulk and fertilizers.
70 km from its main competitor, with huge competitive advantage: major
expansion area and 2x current container capacity
Every Port facilitiy has been designed to comply with ISPS (International Ship and Port Facility Security Code) regulations9
LLX – TIMELINE
10
2006 2008 20092007 2010 2011 2012
Bra
sil
Açu
Su
des
te
DevelopmentDetailing of the project
DevelopmentProject begin to be developed
DevelopmentProject begin to be developed
Development
ANTAQ authorization
Construction License
ConstructionConstruction begins
ConstructionCompletion
OperationsStart up
OperationsStart up
Carve OutLLX is carved out of MMX and begins operations as an independent company
Anglo American buys 49% stake in LLX Minas-Rio
OTPP acquired 15% of LLX Logistica
DevelopmentEnvironmental License
DevelopmentEnvironmentalLicense
OperationsStart up
Min
as -
Rio
DevelopmentDetailing of the project
Environmental License
OperationsStart up
DevelopmentConstruction License
ANTAQ authorization
ConstructionConstruction Begins
ConstructionConstruction begins
DevelopmentConstruction License
ANTAQ authorization
DevelopmentConstruction License
ANTAQ authorization
ConstructionConstruction begins
Environmental License
LLX LOGÍSTICA S.A. – MANAGEMENT
11
Management TeamManagement Team ExperienceExperience
Ricardo Antunes
CEO
Engineer Degree from PUC-RJ and Master´s degree from the Imperial College in London.
23 years of experience at CVRD
Former CEO of Rio Doce International
Co-founder of MMX
Eliane Aleixo Lustosa
Chief Financial Officer
Masters degree in Economics from PUC-RJ and PhD in Finance. Held Yale Universitiy´s
certificate in Corporate Governance.
Government experience at BNDES, Ministry of Finance and as Director of Brazil´s
Antitrust Agency. Former VP and CFO of Grupo Abril, Globex and Petrobras Pension
Fund (Petros).
Current board member of the Brazilian Institute of Corporate Governance (IBGC). Former
board member of several public companies (Perdigão, CPFL, Coteminas, Telet, Americel
and Tele Norte Celular).
José Salomão
Chief Development Officer
Mechanical Engineer (UFES) and MBA in COPPEAD/UFRJ
23 years of experience in the design, implementation and operation of port terminals (iron
ore, coal, pig iron, fertilizers, agricultural baul, containers and general cargo).
Held executive positions in Porto de Tubarão, Porto de Praia Mole, TVV, Pasha Terminal
– Los Angeles, Docenave and Brasil Ferrovias.
Luis Alfredo Osório de Castro
Chief Implementation Officer
Civil Engineer (UGF/RJ) and MBA from FGV/RJ. Project Management (PMI) certificate
from FIA/USP.
30 years experience in implementing infrastructure projects (urban projects and port
terminals); power plants and industrial facilities at Pronil, OAS and Brascan.
Current MinorityShareholders of MMX
51%
43%
LLX Minas-Rio LLX Açu
70%
30%49%
CentennialLogística
57%
LLX Brasil LLX Sudeste
ControllingShareholders of MMX(1)
70% 70%
30%30%
1. Eike Batista and Management2. LLX Minas-Rio: iron ore handling at Port Açu
LLX Corporate Structure after Restructuring
&
(2)
12
LLX – PORT AÇU
Port Infrastructure – General Overview
13
LLX – PORT AÇU
Iron Ore: Coal: Liquid Bulk (LNG and Ethanol): Steel Products:
Granite: Containers: Supply Boats: Real Estate:
Up to 63.2 mtpy Up to 15.3 mtpy Up to 4.0 M m 3 py Up to 11.2 mtpy
Up to 1.5 mtpy Up to 330,000 TEUs py Up to 80,000 tons of cargo py Up to 3,300 hectares for rental
Main Activities:
14
LLX – PORT BRASIL
Storage and Handling
Infrastructure
15
LLX – PORT BRASIL – Logistics Connections
1800 km of railway track will connect Port Brasil to Corumbá. 16
LLX – PORT BRASIL
ContainersUp to 3.2M TEUs py
Iron OreUp to 20.0 mtpy
Liquid Bulk (Ethanol)Up to 7.5 M m3 py
Agricultural BulkUp to 28.9 mtpy
FertilizersUp to 10.0 mtpy
Real EstateUp to 600 hectares for rental
Main Activities:
17
LLX – PORT SUDESTE
AVX iron ore logistics to Port Sudeste:
18
MRS
Currently Transportation contract secured with MRS and port access with CSN Sepetiba Terminal until 2011, when Port Sudeste starts up.
Port Açu
Igarapé
AVX
Port Sudeste
Port SudesteOverview
LLX – PORT SUDESTE – Overview
Port SudesteOverview
19
LLX – PORT SUDESTE
Main Activities:
The port is located in the State of Rio de Janeiro, adjacent to Itaguai Port at Sepetiba Bay. The whole
area of 512,000 m² is dedicated to iron ore operation.
Draft of 18.5 m.
The region is served by railway (MRS) and road (Coastal Highway BR-101); the federal government
has just approved investment in a road connecting the port area to the Rio-São Paulo highway;
The area is already available. Licensing and construction can be done in relatively short time;
operation of the iron ore terminal (storage and shipping) could start in 2011.
Iron OreUp to 25.0 mtpy 20
ANNEX
21
– Anglo American plc and its subsidiaries (“Anglo”) have entered into an agreement with MMX’s controlling shareholder Eike Batista (the “Controller”) which triggered 45 days of exclusive negotiations amongst the parties in order to finalize documentation related to Anglo’s acquisition of the shares owned by the Controller in IronX, which will be incorporated as a result of MMX’s spin off (“IronX”). The IronX will have the following assets:
• 51% of MMX Minas-Rio Mineração S.A. and respective subsidiaries (“MMX Minas-Rio”). Note that the remaining 49% already belong to Anglo
• 70% of MMX Amapá Mineração Ltda. and subsidiaries (“MMX Amapá”)
• 100% of MMX Metálicos Amapá Ltda. (“MMX Metálicos Amapá”, in conjunction with MMX Amapá, the “Amapá System”)
– The transaction will take place in the following 3 stages:
• Stage 1: MMX Restructuring:– IronX: MMX Minas-Rio System and Amapá System
– LLX: 85% of LLX Logística S.A. and subsidiaries, including the 51% ownership of LLX Minas-Rio (“LLX”)
– MMX: The remaining assets, including MMX Corumbá Mineração Ltda., MMX Metálicos Corumbá Ltda (“CorumbáSystem”), AVG, Minerminas, MMX cash and marketable securities, 50% of the pellet plant that will be built at Port Açuand Royalties that will be paid by the IronX to the New MMX
– Current MMX shareholders will receive new IronX and LLX shares (proportionally to its holdings in MMX).
– Both IronX and LLX will be listed on Bovespa (Novo Mercado) , the same way as current MMX
• Stage 2: Controller will sell its IronX shares to Anglo
• Stage 3: Anglo makes mandatory tag along offer (100%) to buy remaining/minority shareholder stock in the IronX, for the same price as the Controller stake sale (i.e., US$361.12)
– This deal is contingent on certain conditions such as: final documentation approval; MMX restructuring approval by MMX shareholders, CVM (Brazilian Securities Commission) approval
MMX & Anglo American Transaction - OVERVIEW
– Payment to IronX shareholders (including tag along) totaling US$5,518,547,123.63
Establishment of royalties agreement, where IronX pays equivalent to 2.415% of the EBITDA (excluding Selling, General and Administrative Expenses but including the Stay in Business Capital Expenditures, as defined in the respective agreement) of MMX Minas-Rio, limited to US$50 million annually, and 3.276% of the EBITDA (duly adjusted as defined in the respective agreement) of MMX Amapá, limited to US$14 million annually.
Current MMX shareholders will receive equivalent LLX public shares and integral maintenance of participation in the Company:
MMX & Anglo American Transaction
Summary
Completion of MMX S.A. restructuring terms in addition to IronX shares buy-sell agreementbetween Controller and Anglo
MMX restructuring approval by MMX Board of Directors at Board Meeting and by the shareholdersat the Shareholders’ Meeting
Final transaction documentation and terms approval by Anglo’s Board of Directors
Conditions
22
MMX CORUMBÁ SYSTEM – MARKETING STRATEGY
Our Marketing strategy contemplates the sale of the production through Long Term Supply Agreements.
Long Term Supply Agreements already signed with traditional steel companies.
64% of iron
ore production
in 2008
already
commited
under existing
LT Supply
Agreements.
Cargill´s take
represents
75% of total
pig iron
production.
23
Iron OreCustomer Term
Siderar 2007-2012
Eregli 2007-2012
Lucchini 2008-2011
Pig Iron Plant ***
Voest-Alpine testing
Arcelor-Mittal testing
Pig IronCustomer Term
Cargill - USA 2007-2012
Acindar 2008
MMX IN THE STOCK MARKETS – BOVESPA AND TSX
ControllingShareholder and
Management
FreeFloat
Capital Stock – 304,609,840 common shares FreeFloat - Geographic Distribution
BOVESPA (MMXM3) TSX (XMM)
GDRs commenced trading on June 27, 2007
GDR per share ratio of 1:1
Depositary Bank: The Bank of New York
MMXM3 is included in the DifferentiatedCorporate Governance Stock Index
Ordinary shares, 100% tag along
Successful IPO on July 24, 2006: US$ 509 million,
3%2%
8%
33%
15%
24%
15% Brazil
United States
Canada
EU
GDRs
Asia
Other
66%
34%
24
24 4 6
110,20,265
139 16
11
13
10316
21
29
29
1222 20 21
4427 41
6577
59
19
8495
129 136 104
0,05,0
10,015,020,025,030,035,0
Jul/06
Aug/0
6
Sept/06
Oct/06
Nov/0
6
Dec/0
6
Jan/0
7
Feb/0
7
Mar/07
Apr/07
May/0
7
Jun/0
7
Jul/07
Aug/0
7
Sept/07
Oct/07
Nov/0
7
Dec/0
7
Jan/0
8
Feb/0
8
Feb/0
9
020406080100120140160
Volume Traded * (US$MM) Number of Trades*
MMXM3 IN NOVO MERCADO - BOVESPA
MMXM3
IBOV
(US$MM)
MMXM3 X IBOVESPA
US$ 556
25*daily average
MMXM3 491.0%
IBOVESPA 125.2%
MMX – POSITIVE PROGRESS RECOGNIZED
MARKET CAP INCREASED 6x REACHING US$8.5 B
IRON ORE MARKET GROWTH
MANAGEMENT DELIVERING AS PROMISED
ADDED VALUE
26
LLX – PORT AÇU
LLX Minas-Rio (Ore) / LLX Açu (non-Ore)
300ha back area;Connecting bridge;Access channel;Breakwater;
Dredging;Iron ore handling terminal at Port Açu(economics supported by MMX Iron Ore throughput, under a pre-established IRR target – 15% true-up clause).
7,500 ha of adjacent industrial complex with: power plants, steel complex, oil industries, assembly plants among others;
Right to build additional berths;
2 main revenue streams: 1) handling and services fees and 2) industrial area lease;
Shared infrastructure agreement to be established with LLX Minas-Rio will give LLX Açu access to the connecting bridge, access channel and breakwater.
27
LLX – PORT AÇU
45 km of railway track will be built to connect Port Açu to the Brazilian railway system.
Logistics Connections
28
LLX – PORT AÇU
Mixed-use private port facility featuring a deep draft port with minimum need for dredging
Depth of 15 metersDraft of 18.5 meters
Able to berth large vessels of up to 200,000 tons (Cape Size)
7,800 hectares of land holdings for adjacent industrial complex
The thermal plant within the industrial complex will guarantee “inside-the-fence”energy availability
Has already been granted both environmental and construction licenses. Construction began in September/07
2.5 km brid
ge
10 hectares
Unparalleled Port Facilities
29
LLX – PORT BRASIL – Overview
Port Brasil is a private port located in São Paulo State, the country’s primary economy engine
Mixed-use port terminal designed for operating containers, iron ore, agricultural bulk, liquid bulk and
fertilizers . A major container player with a capacity of over 4 million TEUs to be reached modularly by 2032;
Deepest draft : 18.5 m, longest uninterrupted quay and largest yard among its competitors in Port of Santos,
designed to serve Super Containerships (> 11,000 TEUs) and Capesize vessels;
Direct link to rail (ALL) and a four-lane highway (Padre Manoel da Nobrega);
Located outside public port area, strong competitive advantage due to reduced costs.
One single operator, vis-à-vis Santos where shipping companies have to negotiate with several different
terminals;
One single back-area (Santos has several, in different sites of the port) thus avoiding the need of expensive
container repositioning;
Opportunity to consolidate operations in a single terminal with a contiguous industrial park which will house
several high value added industries such as electro-electronics ,metal mechanics and assemblers.
30
LLX LOGÍSTICA S.A.
WWW.LLX.COM.BR
Investor Relations
Ricardo Antunes – Director
Antonio Castello Branco – Manager
Tel. 55 21 2555-5232 / 5530
Unparalleled Port Facilities
Strategic Locations
Significant Upside
Potential
Favorable Industry Dinamics