Sirius Stars

Benefitz Betty's picture

Released : 24/11/2016 12:39

RNS Number : 0928Q
Sirius Minerals Plc
24 November 2016

Results of General Meeting

 Sirius Minerals Plc (the "Company") previously announced on 3 November 2016 the publication of a Circular in connection with a General Meeting of the Company, to be held at 11.00 am on 24 November 2016 at De Vere West One, 9-10 Portland Pl, Marylebone, London W1B 1PR, United Kingdom. 

Capitalised terms not otherwise defined in the text of this announcement have the meanings given in the Company's announcement of 2 November 2016.

The Company announces that the Resolutions as set out in the notice of the General Meeting appended to the Circular were passed at its General Meeting held today.  A poll was conducted on each Resolution proposed at the General Meeting and the number of votes cast for and against each of the Resolutions, and the number of votes withheld, are detailed below.

Russell Scrimshaw, Chairman, commented:

"Today's successful General Meeting concludes the Stage 1 Financing and delivers a major milestone for Sirius Minerals.  The financing has taken a huge amount of work and dedication from everyone at the Company and also from those that support our business.  We are now focussed on the construction programme ahead and the path to first production for our North Yorkshire polyhalite project.

"I would like to thank our management team for their immense efforts in putting in place a financing package that is the second-largest UK mining equity issue on the London Stock Exchange since 2012 and the largest convertible bond to be issued by an AIM company.

"This has been an outstanding result for Sirius, but we believe it only represents the end of the beginning.  I would like to thank all of our shareholders and supporters, old and new, in getting us to this point and look forward to their ongoing support as we seek to achieve further significant project development progress in the months and years ahead."

Resolution I

To authorise the Directors to allot shares and/or grant rights to subscribe for, or convert any security into, shares up to an aggregate nominal amount of £9,259,139 in connection with the Firm Placing and Placing and Open Offer, the Royalty Financing Ordinary Shares in connection with the Royalty Financing and the issuance of the Convertible Bonds and upon each Convertible Bond Conversion.

FOR :  1,101,962,827   99.59%

AGAINST :  4,483,853    0.41%

Withheld :  130,013

Resolution II

To authorise the Directors to allot shares and dis-apply pre-emption rights in connection with the Firm Placing and Placing and Open Offer, the Royalty Financing Ordinary Shares in connection with the Royalty Financing and the issuance of the Convertible Bonds and upon each Convertible Bond Conversion up to an aggregate nominal amount of £9,259,139.**

FOR : 1,101,623,251   99.59%

AGAINST : 4,589,173     0.41%

Withheld :  324,702

* A vote withheld is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.

** Passed as a special resolution.

The conditions contained in the Placing and Open Offer Agreement include, inter alia, (i) the Royalty Financing Agreement (which comprises a US$250 million royalty purchase amount and a US$50 million equity subscription) not having been terminated prior to Admission, (ii) the Subscription Agreement in connection with the Convertible Bond Offering having been entered into and not having been terminated prior to Admission, and (iii) Admission becoming effective by not later than 8.00 am on 29 November 2016 (or such later time and/or date as the Company and the Joint Bookrunners may agree).

Application will be made to the London Stock Exchange for the New Ordinary Shares issued in connection with the Firm Placing and Placing and Open Offer to be admitted to trading on AIM.  It is expected that Admission will become effective, and that dealings in the New Ordinary Shares will commence on AIM, at 8.00 am on 28 November 2016.

Copies of all the resolutions passed will be submitted to the National Storage Mechanism and will shortly be available for inspection at

The total number of Ordinary Shares in issue at the record date and time for voting is 2,313,619,115.  Proxy appointments were received from shareholders holding 1,105,942,160 and 1,105,902,593 Ordinary Shares for resolutions one and two respectively, representing 47.80 and 47.79 per cent of the issued share capital.

Next steps

Preparation works including further geotechnical studies on site are due to begin immediately.  Highways improvements are scheduled to begin in the new year, with the detailed site preparation works targeted for quarter two next year.  There will be a gradual ramp up of construction related activity and the Company intends to update the market accordingly and at regular intervals in the future.

This announcement is released by Sirius Minerals Plc and contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), encompassing information relating to the Firm Placing and Placing and Open Offer and the Stage 1 Financing described above, and is disclosed in accordance with the Company's obligations under Article 17 of MAR.

For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is being made on behalf of the Company by Tristan Pottas, Investor Relations Manager.

Galactic Wolves

"WORK to build a new fertiliser mine has moved a step closer after shareholders approved its finance plan.

Sirius Minerals, the company behind the 1,000 job York Potash project, near Whitby, said its plans were “modestly oversubscribed.”

Chris Fraser, managing director and chief executive of Sirius, said: "I would like to thank our shareholders for their continuing support and playing their part in this important moment in the Company's history.

“It has always been our intention to make this provision available and it's good to see so many existing shareholders taking part."

The Northern Echo revealed last week that work on the mine could start as early as next spring.

The company has already started smaller engineering work to prepare for more significant endeavours, including the sinking of mine shafts.

The development, which is expected to create more than 1,000 direct jobs and support a similar number in the supply chain, aims to extract the fertiliser polyhalite from land near Whitby, with production planned to get underway in late 2021.

Australia’s richest woman, Gina Rinehart, has already given her backing to Sirius through her Hancock British Holdings enterprise.

Under the terms of the finance deal, Hancock will pay £205m for the rights to five per cent of gross revenue on the first 13 million tonnes of sales every year, and another one per cent for sales above the 13 million figure."



Benefitz Betty's picture

SXX: 'To Be Met...'

"The company behind plans to construct a potash mine on the North York Moors has secured initial funding of about £1bn.

Sirius Minerals said it had raised enough money to begin construction of the mine near Whitby in North Yorkshire.

Planning permission for the mine and a tunnel to transport the mineral, used in fertilizer, for processing on Teesside has already been granted.

The money has been generated through new shares and convertible bonds.

Read more about this and other stories from across North Yorkshire

The financing was approved by shareholders at a meeting earlier.

Sirius also received a significant investment of £250m from an Australian mining company in October.

Construction costs have been estimated at around £2bn with the balance expected to be met through borrowing....

"Chief executive Chris Fraser said: "This financing today fills out a lot of the front work and finances the shafts from beginning to end.

"The actual first actions on the ground probably won't be until January with the highways work."

Completion of the mine is expected to take around five years and will create 1,000 jobs when in full production.

The plans include building a minehead at Dove's Nest Farm, Sneaton, with shafts 4,921ft (1,500m) deep.

The minerals will then be transported 23 miles (37km) underground to Wilton International near Redcar.

The term "potash" is used to describe a range of minerals containing potassium, with the company mining polyhalite.

Sirius intend to initially produce 10 million tonnes of fertilizer per annum."

The beginning of the end?


Benefitz Betty's picture

SXX: Investors ... 'Whole Hearted'


Existing investors have wholeheartedly backed Sirius Minerals financing plans taking up their full allocation in the open offer portion of the mine developer’s fundraising.

The North Yorkshire-focused group said it received acceptances for just over 185mln shares.

Asked whether he's surprised at the amount of support shown by existing investors, Liberum's equity research analyst Richard Knights tells Proactive: ''Not really, the management team has been able to deliver on basically everything that they've suggested they'll be able to deliver on. Shareholders have been happy with their performance to date. The shares have obviously gone up in value ... the placing was done at a discount to the share price on the screen so there was plenty of incentive for investors to take part in it.''

Knights added: ''It's the last component of the equity raise. They began a couple of weeks ago with the institutional placing and the strategic investor placing with Hancock Prospecting. In total they've now raised just under $1.2 bln which is sufficient to fund them for the first phase of development''.

''The second phase is going to be debt-funded and will be put in place sometime around 2018/2019''.

'A*S* wipers' ... 

" the few (?20) shareholders there"


Benefitz Betty's picture

SXX: Digging In (the Gruff)

"The funny thing I’ve found is that the dryness and directness of Yorkshire people and Australians is pretty similar,” says Chris Fraser, chief executive of Sirius Minerals. 

Since moving his family from Australia to North Yorkshire four years ago, Fraser has come to know Yorkshire well. Even before that, from 2010, he has been trying to convince locals that building a giant fertiliser mine under the North York Moors national park is a good idea. 

“From the very beginning, the welcome we received has been fantastic,” Fraser says. “We had a huge level of engagement. I would regularly go to the community hall or whatever it was, and there was a lot of trust that we built up...”

"The ambitious scheme has won the backing of 20,000 retail shareholders, 5,000 of them in the North East. Sirius has been at pains to reassure people that the mine will not tarnish the landscape. Most of the structures will be underground; it is building an artificial island at Teesside for migrating birds; and it will plant thousands of trees. “With the overriding economic needs of the area, a lot of people can see the benefit of long-term, high-value jobs,” Fraser says.

Against all the odds, Sirius has gained the planning permissions it needs, and last month raised $1.2bn (£1bn) to begin construction. This money will come in three parts: an equity issue, a bond, and an equity and royalty deal with Hancock Prospecting, owned by the Australian billionaire Gina Rinehart. 

“In the market it is amazing how short-term so many people’s horizons are,” Fraser says. “It’s refreshing to find a group like Hancock, who genuinely think long-term like we do. We have to. We have a five-year construction period and a project that will last 100 years.”

"Fraser and his chairman, Russell Scrimshaw, worked with Fortescue Metals in Australia, where they crossed paths with Hancock. This made them a “bit more of a known quantity” to Rinehart, he says.

The $1.2bn will allow Sirius to dig two mile-deep shafts; it still needs to begin a second, $2.6bn debt funding round that will pay for the tunnelling, including a 23-mile underground conveyor belt to transport the polyhalite to Teesside. A group of banks and the Government’s Infrastructure Projects Authority are lined up as lenders, but “detailed work” is needed to lock it in. 

Fraser has wrestled his project further down the track than many in the City might have believed. He is a chartered accountant by training, based on the advice of his father: “He said: “If you don’t know what you want to do, then chartered accounting will give you the opportunity to have a bit more choice until you work it out’.” 

Fraser was born in Yeovil; his family emigrated just five weeks later. “I don’t think I actually touched British soil technically before I was shipped off to Australia,” he jokes.

Fraser’s career took him into mining finance with the likes of Rothschild and Citi. He was lead adviser on Fortescue’s $2.5bn fundraising in 2006, before going freelance to hunt for a project of his own. 

In 2010, he won the mineral rights to the deposit in Yorkshire. “With the quality of what I could see in the unique nature of the mineral, and being in the UK with all the existing infrastructure, it just became a no-brainer to put everything into this, to make this my life,” he says.

"Sirius wants to have the mine built by 2021, hitting 10m tonnes of production by 2024. Fraser is undaunted by the challenge, insisting Sirius has “best-in-class” engineers. “The depth is a bit of a red herring,” he adds. 

Plenty of interested parties have run the rule over the project, but he brushes off the suggestion of finding a partner. “We don’t need to. Why would we now? What are they going to offer us?”

"Sirius’s model hinges on its belief that it can sell polyhalite, and lots of it, at a premium, despite a slump in the potash market. A report commissioned by the national park questioned whether Sirius’s testing of polyhalite on crops would yield the same benefits in real-life use; it also threw doubt on the likely demand for it. 

“The plant nutrients in polyhalite are readily available worldwide in other materials,” it said. 

The findings were hotly contested by Sirius’s advisers. Fraser is adamant that “demand for the product is really, really strong”.

"Sirius already has customers lined up to take 80pc of its initial output, with at least a third in the form of take-or-pay contracts, which means buyers will have to stump up some money whether they use the fertiliser or not. 

“That’s the equivalent of $300m to $350m of free cashflow when we’re in production,” he says. The contract prices are benchmarked against the prices of the individual nutrients in polyhalite. 

Does Sirius have a floor price to protect itself from another slump in the market? “We say to people there are floors, but obviously they’re confidential,” Fraser says. 

Sirius believes high volumes will keep its unit costs low. “We’ll have the most sustainable cost base to produce nutrients in the world.” 

A bigger challenge than mining the material may be marketing it. Sirius has to build a market for polyhalite; Fraser calls its approach “disruptive”.

Its only competitor is Cleveland Potash, owned by the Israeli group ICL, which is based on the northern edge of the park. ICL wants to boost its output of polyhalite to one million tonnes a year by 2021, from what is currently a low base. Fraser says “in essence” the two products are similar, but that ICL’s version “has very different performance characteristics in a number of ways.”

"Sirius’s approach is to “align” with its customers, the middlemen who will supply farmers, and give them an exclusive product. 

“There’s an opportunity, if they position the product correctly, for them to make very significant margins from reasonable volumes and in a way that they control it in the market. They’re not just dealing with a commodity – they’ve got something different,” he says. Testing of polyhalite has shown that it improves crop yields and quality, Fraser adds.

He says he has always been confident that he would bring his plan to fruition, but relief will not come just yet: “I will be relieved when we are loading our first ship, and we’ve got dividends being paid to shareholders. That’s when I’ll genuinely go, OK, I can relax now.” 

Fraser insists he feels no extra pressure to deliver for the small investors who have backed him. “It’s great that we have a broad support of retail shareholders but when you invest in a stock, you’re taking risk,” he says. 

He is motivated by the desire to safeguard the jobs he has created: some 60 and counting. 

“That’s the thing that drives me. When you take a punch to the face, which occurs regularly when you’re trying to do this sort of thing, it’s those people who help you get back up.”


Against All Odds? ;-)

Ah, so ... frazzle rock :

Benefitz Betty's picture

NE: Peak Magnetics

"A MINERALS operator could create 100 jobs in a £70m expansion.

Peak Resources has revealed plans to build a refinery at Wilton, near Redcar.

Bosses say the site could start production in 2019 and deliver goods for use in mobile phones, wind turbines and car parts.

North-East regeneration bosses last night praised Australia- based Peak’s vision, saying it was further proof of Teeside's manufacturing muscle on the international stage.

Peak said it chose Wilton ahead of 25 countries, citing the area’s highly-skilled workforce and port access as key factors in its decision, adding that Darlington-based engineer Amec Foster Wheeler had supported its search.

The Northern Echo understands Peak officials see the refinery as a potential complement to a project in Tanzania, which aims to derive what it describes as magnet metals.

The company is putting together a feasibility study on the Tanzanian scheme, known as Ngualla, and says Teesport, based close to Wilton, is ideally placed to oversee mineral shipments.

Darren Townsend, Peak’s managing director, also said the company remains unfazed by the Brexit vote, revealing sterling’s lower value could work to its benefit.

He also highlighted Sirius Minerals’ Whitby potash mine, which will use Teesside to ship fertiliser, as an example of fresh growth in the area.

He said: “We are developing Ngualla into a low-cost, next generation rare earth project strongly aligned to the expanding magnet metal market...."


Baldrick ...


Captain Black's picture

On Ice

"The world's largest cold energy storage plant is being commissioned at a site near Manchester.

The cryogenic energy facility stores power from renewables or off-peak generation by chilling air into liquid form.

When the liquid air warms up it expands and can drive a turbine to make electricity.

The 5MW plant near Manchester can power up to 5,000 homes for around three hours.

The company behind the scheme, Highview Power Storage, believes that the technology has great potential to be scaled up for long-term use with green energy sources.

Peaks and troughs

Electricity demand varies, influenced by factors like time of day and season. The National Grid is prepared for surges in demand, with power stations on stand-by ready to crank up the power.

However, dealing with these peaks and troughs will become increasingly difficult as coal-fired power stations close down and more intermittent renewable energy like wind and solar comes online. In 2015 renewables provided almost a quarter of UK electricity.

The intermittent nature of green sources has seen researchers focus on trying to improve energy storage."


I'll be quirky ?

pmsl :



Captain Black's picture

SXX: Kitted


Sirius managed to put together a US$1.2bn funding package towards the end of 2016, something many thought was out of reach

Chris Fraser achieved what many market commentators believed was an impossible feat.

He and the team at Sirius Minerals (LON:SXX) put together a US$1.2bn funding package that gets underway one of the most ambitious mine developments ever in the UK.

This of course is the North Yorkshire Polyhalite Project, host to an estimated 3bn (reserve and resource) tonnes of fertiliser rich in potassium, calcium and magnesium.

Against the odds (and prevailing City opinion), it pulled in the cash via a share placing and convertible bond issue and brought on board investment from Hancock Prospecting, controlled by the Aussie billionaire Gina Rinehart.

The sums raised thus far are of course huge, but they don’t get the giant mine into production.

They allow for site preparation and the sinking of two mile-deep shafts.

It will require a further US$2.6bn to get North Yorkshire deposit up, running and churning out 10mln tonnes of material a year.

One of the big undertakings is a 23-mile tunnel that will take the fertiliser under an area of outstanding natural beauty to export facilities in Teesside.

It has already signed up a consortium of banks, including JP Morgan and Lloyds, to find this debt funding.

There is also expected to be government financial involvement in the process.

This second fundraiser is so large it isn’t expected to be complete until 2018, with the first drawdown expected the following year.

In 2017 the focus will be on site prep and creating a what’s called a diaphragm wall close to the surface.

The shaft proper, which will be Europe’s deepest, won’t be sunk until 2018.

The sales and marketing effort will focus on garnering more potential buyers of Sirius’ fertiliser, though it already has ‘offtakers’ for 3.6mln tonnes of its annual output.

The market demand for fertilisers such as polyhalite is expected to grow as the world’s population expands and the emerging middle classes of country’s such as China and India start consuming more meat, fruit and veg.

One of the lesser undertakings for 2017 is an assessment of whether Sirius should move to a premium listing on the London Stock Exchange. Valued at £811mln, it is one of the biggest players on the AIM.

The share price is up around 33% in the year to date at 19.65p, but down from its peak of 48p achieved in August.

The decline from that high is more technical than sentiment driven.

The broker Liberum reckons Sirius is worth 60p a share even after the dilution of the ambitious cash call.

Meanwhile Shore Capital puts the net present value of the firm’s shares at anywhere between 129-166p.

Shore analyst Yuen Low applauded chief executive Fraser for helping sew up such an ambitious first round of funding.

“Sirius has attracted myriad detractors and doubting Thomases over the years, who have tried to find fault with the company and its paradigm-shifting North Yorkshire project from virtually any and all conceivable angles,” he said.

“For example, [the detractors said] the global market for polyhalite would be a few hundred thousand tonnes at best, that permitting would be impossible, that the stage-one funding requirement was too large to be successfully raised.”

“To its credit, Sirius has made its critics eat humble pie at every step of the way thus far, systematically proving false their claims (which in our view range from simply unresearched to maliciously poisonous).”

Oh, OK 


LL&P  x


Benefitz Betty's picture

SXX: Great Expectations

"...Next year is shaping up to be a year to remember for Chris Fraser — and one that’s been a long time coming.

Six years ago the British-born former investment banker who was brought up in Australia first proposed exploring for potash — a fertiliser ingredient — beneath the North York moors. Few expected him to succeed in winning approval to build a big mine beneath a national park. Not only did Mr Fraser succeed in convincing the planners, but he has also convinced fertiliser companies around the world and, crucially, new investors, that his vision was a serious one. Next year ought to be when the first shovel is put in the ground, and 2017 also ought to be the year that Mr Fraser leads Sirius out of the junior market and into the FTSE 250.

Construction will start next year with site preparation and highway works, before drilling the mile-long shaft that will lead to a vast seam of polyhalite stretching out beneath the moors and North Sea. Polyhalite is a rare form of potash that Mr Fraser, 42, and his colleagues at Sirius have had to create a market for themselves.

It may not be all plain sailing: the potash price has been under severe pressure for several years after the collapse of a cartel between Russia and Belarus. The shares have been on a roller-coaster, more than doubling in the first eight months of the year, before crashing back down to earth.

But if everything goes to plan, Mr Fraser, his shareholders and a corner of North Yorkshire will be a little wealthier this time next year."


Benefitz Betty's picture


Todays the day that Sirius Minerals officially enters the FTSE 250.  

Monday 19th June is the  official reshuffle date with Sirius expected to enter at around erm ... the middle with a Market Cap of £1,353 mil and current share price of  34p.  

Congratulations to all local shareholders, investors, resource builders and timewasters etc etc.

Wot no statements?

Ah, so ...

"The next meeting is on Tuesday 11 July 2017, 1.00 – 2.30pm in the Bede Hall, Sneaton Castle Centre, Whitby, YO21 3QN."