An extensive portfolio
of experience.
Transactions

Bhagwan Marine

Bhagwan Marine
A$175 million Initial Public Offering on the ASX
On 30 July 2024 Bhagwan Marine Limited (“Bhagwan”) commenced trading on the Australian Securities Exchange after raising $80 million via a fully unwritten Initial Public Offering (“IPO”). Proceeds of the offer were used to reduce the debt within the business and position the company for growth. Bhagwan commenced trading with a market capitalisation of A$175 million.
Bhagwan was established in 2000 by the Kannikoski family and has grown to become a leading marine solutions provider operating in the oil & gas, resources, civil construction, marine logistics, offshore wind and defence industries. The Kannikoski’s continue to hold a 40.5% interest in Bhagwan post IPO.
Azure has provided advice to the shareholders of Bhagwan for +10 years and acted as Corporate Adviser to the IPO. Euroz Hartleys acted as Lead Manager and Underwriter, Clayton Utz as the company’s Legal Adviser and KPMG as the Investigating Accountant.

ZEN Energy

ZEN Energy
+A$200m Construction Funding Package
In March 2024, ZEN Energy secured an innovative funding package and achieved a final investment decision to build, own & operate the 111MW / 291MWh Templers Battery Energy Storage System (Templers). The battery storage system will be built 60 kilometres north of Adeliade and once built, will be the second largest system by energy stored in South Australia. Templers is supported by long-term offtake agreements with the South Australian Government and ZEN Energy.
The +A$200 million construction funding package for Templers includes fully underwritten non-recourse project finance facilities provided by Natixis CIB Australia in combination with project equity funded by Stonepeak (through its portfolio company Peak Energy) and ZEN Energy.
Stonepeak is a leading alternative investment firm specializing in infrastructure and real assets with +US$61 billion of assets under management. Stonepeak, as sponsor of private equity and credit investment vehicles, provides capital, operational support, and committed partnership to grow investments in its target sectors, which include communications, energy and energy transition, transport and logistics, and real estate. Stonepeak’s investment in Templers is through its 100% owned affiliate Peak Energy – an Independent Power Producer (IPP) that develops, owns, and operates renewable assets across Asia Pacific. In partnership with high-quality local partners, an experienced team manages Peak Energy’s energy assets from origination and development through to operations and decommissioning with best-in-class industry best practices.
ZEN Energy is a renewable energy developer and Australia’s only electricity retailer to have a science-based emissions reduction plan in line with limiting global heating by 1.5°C this decade. ZEN Energy form long-term and sustainable partnerships, delivering their plan in a way that is sensitive to the needs of Australia’s First Peoples of nature, and of local communities. Key customers include the South Australian Government, CSIRO’s sites in New South Wales, Victoria, South Australia and the Australian Capital Territory, Bunnings in Victoria, and South Australia and ISPT in Queensland. ZEN Energy provides renewable energy to the Southern Sydney Regional Organisation of Councils (SSROC), which comprises 25 local councils in New South Wales representing nearly 40 per cent of the state’s population.
Azure Capital acted as financial adviser to ZEN Energy on the construction funding package, including the provision of financing, structuring and strategic advice, and negotiation of relevant transaction agreements.

Auriga Group

Auriga Group
A$100m+ Syndicated Debt Facilities
In February 2024, Auriga Group successfully completed a A$100m+ corporate debt financing.
Auriga Group is an OPTrust portfolio company with three operating divisions of Aviation, Marine and Pilotage. Auriga operates essential services across 20+ ports and compulsory pilotage areas around Australia and New Zealand.
The new debt facilities consolidates Auriga’s existing debt and supports longer term strategic growth objectives, including funding of capital investment relating to recent large, long-term contract wins in each of the operating divisions.
The new debt facilities were provided by Westpac and Commonwealth Bank.
Azure acted as financial adviser to Auriga Group on the financing process.

Ararat Wind Farm

Ararat Wind Farm
Refinancing of Partners Group and OPTrust owned 240MW Ararat Wind Farm
In December 2023, Ararat Wind Farm successfully completed a debt financing process to refinance senior debt of $202 million . Ararat’s existing debt facilities were refinanced with a new 3 year amortising loan. Ararat is owned by Partners Group and OPTrust.
The three year syndicated debt facilities were entered into with existing and new lenders, including ING Bank, DBS Bank and Westpac Banking Corporation.
Azure acted as financial adviser to Ararat on all aspects of the financing process.

De Grey

De Grey
$300m Equity Raising
On 28 September 2023, De Grey launched a fully underwritten $300m two tranche placement at an issue price of $1.05 per share, representing a discount of 5.8% to the last closing share price and a 12.0% discount to the 5-day VWAP.
Proceeds from the placement were to be applied to:
- Finalising detailed engineering, updating the project execution plan, refine the contracting strategy, advance major project tenders and progress the approvals processes
- Ordering of long-lead major equipment items ahead of planned construction activities
- Early works (where approvals allow) undertaken ahead of FID
- Continued exploration drilling across both the Greater Hemi and regional areas
- General working capital purposes and costs of the Placement
Azure acted as corporate adviser to De Grey on the placement, including providing structuring and strategic advice, and assisting with appointment of the joint lead managers and underwriters of the placement, Canaccord Genuity (Australia) Limited and Argonaut PCF Limited.

Zenith Energy

Zenith Energy
A$320m Growth Financing
In August 2023, Zenith Energy successfully completed a A$320 million debt financing process, adding to the existing A$440 million syndicated facilities that were established in October 2022. The facilities will support growth capital expenditure related to the construction of high-renewable penetration projects, including recent contract wins, such as the Kathleen Valley Hybrid Power Station (96MW) for Liontown Resources, the Bellevue Gold Hybrid Power Station (88MW) and a renewable retrofit of Zenith’s existing Jundee Power Station (53MW) for Northern Star Resources.
Material committed facility headroom remains to fund further growth, supporting Zenith Energy’s strategy of continuing to play a leading role in the decarbonisation of mine-site energy supplies.
The additional A$320 million of committed debt limits involves two new lenders, Natixis CIB (Natixis) and DBS Bank (DBS), who join the existing domestic and international lending group, including Westpac Banking Corporation (Westpac), National Australian Bank (NAB), Sumitomo Mitsui Banking Corporation (SMBC), BNP Paribas (BNPP), Australia and New Zealand Banking Group (ANZ) and Aware Super (Aware).
Zenith Energy’s shareholders include Pacific Equity Partners, Foresight Group and OPTrust.
Azure acted as financial adviser to Zenith Energy on the growth financing.

Akaysha Energy + BlackRock

Akaysha Energy + BlackRock
Equity funding for the Waratah Super Battery
In June 2023, BlackRock Alternatives secured more than A$500 million in equity funding commitments from various institutions including the Clean Energy Finance Corporation towards the cost of building the 850MW / 1,680MWh Waratah Super Battery (WSB), a development asset of Akaysha Energy (Akaysha).
In October 2022, Akaysha was selected by the New South Wales (NSW) Government’s EnergyCo as the preferred proponent to develop, build, own and operate WSB. As one of the world’s largest and most powerful batteries, WSB is a landmark project in NSW’s energy transition and a cornerstone asset for Akaysha. WSB is supported by a +5 year 700MW / 1,400MWh government backed offtake with Transgrid.
In September 2022, BlackRock Alternatives, via its Climate Infrastructure business, acquired Akaysha, one of Australia’s leading battery energy storage system (BESS) and renewable energy developers. As part of the acquisition, BlackRock intends to commit over A$1 billion of capital to support the build-out of over 1 gigawatt (GW) of battery storage assets across Akaysha’s ten projects in the National Electricity Market (NEM) in Australia.
BlackRock is one of the world’s largest asset managers with ~US$8.5 trillion of assets under management (AUM). BlackRock Alternative Investors serve investors seeking outperformance in real estate, infrastructure, private equity, credit, hedge funds and alternative solutions.
Azure Capital acted as financial adviser to Akaysha Energy + BlackRock Alternatives on the equity funding, including the provision of valuation, structuring and strategic advice.

De Grey

De Grey
$10m Placement and $25m Joint Venture with Novo Resources
In June 2023, it was announced that De Grey signed a Heads of Agreement with Novo Resources Corp (Novo), providing De Grey with the right to earn-in a 50% joint venture interest in the Egina Project by spending $25m in exploration expenditure over four years. As part of the transaction, De Grey also subscribed to $10m in Novo shares to become a major shareholder of the Novo.
Azure acted as corporate advisor to De Grey on the transaction.

De Grey

De Grey
$150m Equity Raising
On 5 October 2022, De Grey announced a fully underwritten $130m placement and $20m non-underwritten share price purchase plan. Proceeds from the equity raising were used for completion of the definitive feasibility study, resource drilling, exploration, corporate and working capital.
Azure acted as corporate adviser to De Grey on the placement, including providing structuring and strategic advice, assisting with preparation of De Grey’s disclosure materials, and assisting with appointment of the joint lead managers and underwriters of the placement, Canaccord Genuity (Australia) Limited and Argonaut PCF Limited.

Zenith Energy

Zenith Energy
A$440m Syndicated Debt Facilities
In October 2022, Zenith Energy successfully completed a A$440 million debt financing process. All Zenith’s existing external debt facilities were refinanced as well as procuring a significant new tranche of committed (but as yet unutilised) debt to support growth capital expenditure related to new generation projects. Zenith’s major shareholders include Pacific Equity Partners, Foresight Australia and OPTrust.
The A$440 million, five year, syndicated debt facilities were entered into with a group of existing and new domestic and international lenders, including Westpac Banking Corporation (Westpac), National Australian Bank (NAB), Sumitomo Mitsui Banking Corporation (SMBC), BNP Paribas (BNPP), Australia and New Zealand Banking Group (ANZ) and Aware Super (Aware).
The available growth capital expenditure limits under the facilities will support the lead role Zenith Energy is playing in the energy transition of the resources sector by supporting the decarbonisation of mine-site energy supplies as well as the growth in the urban and remote microgrid segment.
Azure acted as financial adviser to Zenith Energy on the refinancing.

Elliott Green Power

Elliott Green Power
Financing and sale of Elliott Green Power’s 302 MW Australian renewables portfolio
In April 2022, Elliott Green Power Limited agreed to sell its 100% interest in Elliot Green Power Australia (“EGP”) to Atmos Renewables. EGP owns three solar farms: 132MW Nevertire Solar Farm (NSW); 95MW Susan River Solar Farm (Qld); and 75MW Childers Solar Farm (Qld). EGP is also in late stages of developing three BESS projects at each solar farm with an aggregate capacity of 125MW / 250MWh.
Elliot Green Power Limited is managed by Elliott Management, a US-based fund manager with approximately US$32 billion AUM across a diverse portfolio.
Atmos Renewables is an investment company owned and managed by Igneo Infrastructure Partners (the infrastructure platform of First Sentier Investors), a global asset management group with approximately US$180 billion AUM across various asset classes.
Azure Capital and Natixis acted jointly as financial advisers to Elliot Green Power on the sale (assisting another lead financial adviser on sale) as well as acting jointly in relation to arranging the committed stapled debt financing facilities.

Infrastructure Capital Group

Infrastructure Capital Group
A$740m acquisition of Meridian Energy Australia Group
In November 2021, Infrastructure Capital Group (“ICG”) and Shell Energy Operations Pty Ltd (“Shell”) (together the “Consortium”) agreed to acquire Meridian Energy Australia Group (“MEA”). The transaction reached financial close in January 2022 and MEA was acquired by the Consortium for a total consideration of A$740 million.
The Consortium will separate MEA, with Shell acquiring Powershop (MEA’s energy retail business), and ICG acquiring the wind, hydro and development assets including:
- Mount Millar Wind Farm, SA – 70 MW
- Mount Mercer Wind Farm, VIC – 131 MW
- Hume Hydro Power Station, NSW / VIC border – 58 MW
- Burrinjuck Hydro Power Station, NSW – 34 MW
- Keepit Hydro Power Station, NSW – 7 MW
- Rangoon Wind Farm, NSW – 108 MW (development)
- Hume BESS, NSW / VIC border – 20 MW / 40 MWh (development)
As part of the separation, Shell has agreed to acquire all output from the wind and hydro assets under various Power Purchase Agreements.
ICG is a leading Australian infrastructure manager, with approximately A$3.5 billion of equity under management and a diversified portfolio of infrastructure assets. The acquisition increases ICG’s operating renewable energy generation capacity under management to +1,100MW and expands the extensive development pipeline of opportunities to +2,750MW.
Azure acted as financial adviser to ICG on the acquisition, including the provision of valuation, structuring and strategic advice, procurement of portfolio debt financing and negotiation of relevant transaction agreements.

De Grey Mining

De Grey Mining
A$125m placement
On 20 October 2021 De Grey Mining Limited (“De Grey”) announced a fully underwritten A$125 million placement (“Placement”).
The net proceeds from the Placement will be applied to completion of the Mallina Gold Project prefeasibility study for release H2 2022, resource extension drilling at Hemi and Regional deposits, resource definition and exploration drilling, operations support and pre-development capital expenditure items as well as corporate costs and general working capital.
The Placement was priced at $1.10 per share, representing a discount of 9% to the last closing price and an 8% discount to the 11-day VWAP since De Grey’s Mallina Gold Project Scoping Study was released to the ASX (“Scoping Study”). The Scoping Study confirmed average annual production for De Grey’s Mallina God Project of 427koz over 10 years and a pre-tax NPV 5% of $2.8b.
Azure acted as corporate adviser to De Grey on the Placement, including providing structuring and strategic advice, assisting with preparation of De Grey’s disclosure materials, and assisting with appointment of the joint lead managers and underwriters of the Placement, Canaccord Genuity (Australia) Limited and Argonaut PCF Limited.

Threat Protect

Threat Protect
A$32m equity raising and debt restructure
On September 24, 2021, Threat Protect Australia Limited (“Threat Protect” or “Company”) announced a A$32 million equity recapitalisation, conducted by way of a fully underwritten placement, and accelerated renounceable entitlement issue, and a concurrent debt restructure.
The funds raised will be used to reduce the Company’s existing debt, which will strengthen the balance sheet and reduce finance costs, and as funding to pursue growth opportunities and further business improvements.
The debt restructure included debt reduction through repayment, forgiveness and a debt for equity swap by way of underwriting across 3 lenders. Terms were renegotiated with the Company’s remaining lender, for approximately $27 million on a 2 year term.
The transaction is combined with a transformation and turnaround of the Company which includes a name change, consolidation, changes to the board and executive leadership, and a new business plan.
Threat Protect is Australia’s largest independent security monitoring provider, servicing approximately 75,000 wholesale and retail customers. It operates industry certified control rooms connected to fixed and mobile monitoring devices which can be used for security or a range of internet of things (IOT) applications. The Company intends to change its name to Intelligent Monitoring Group Limited to better reflect its broader range of operations and activities moving forward.
Azure acted as financial adviser to Threat Protect on the equity raising and debt restructuring, including providing valuation, structuring and strategic advice, negotiations with the lenders and the cornerstone underwriter, and assisting with preparation of the Company’s disclosure materials.

Core Lithium

Core Lithium
A$140m equity raising, including A$34m strategic investment by Ganfeng Lithium
On 11 August 2021 Core Lithium Ltd (“Core”) announced a fully underwritten placement of A$91 million and a non-underwritten Share Purchase Plan (“SPP”) to raise up to a further A$15 million. In addition, Core announced it had secured a strategic equity investment of A$34 million from, and binding offtake with, Jiangxi Ganfeng Lithium Co., Ltd. (“Ganfeng”). Together, a total of A$140 million in new equity was raised by Core to fully fund the development of Stage 1 of Core’s Finniss Lithium Project (the “Project”) located in the Northern Territory.
The Placement and SPP were priced at A$0.31 per share, representing a 1% premium to Core’s 10-day VWAP, and the Ganfeng equity investment was priced at A$0.338 per share, representing a 10% premium to 10-day VWAP. The offtake is for the supply and delivery of 300,000 dry metric tonnes of spodumene concentrate from the Project over 4 years. Ganfeng is one of the largest producers of lithium in the world, with investments in high-quality lithium mineral resources across Australia, Argentina, Mexico and China.
Azure acted as financial adviser to Core on the equity raising, including providing valuation, structuring and strategic advice, assisting with negotiation of the Ganfeng agreements, assisting with preparation of Core’s disclosure materials, and assisting with appointment of the joint lead managers and underwriters of the placement, Canaccord and Bank of America.

DRA Global

DRA Global
Initial Public Offering: market capitalisation of A$220m
DRA Global Limited ("DRA") is a diversified multi-disciplinary global engineering group with expertise in engineering, project delivery and operations management in the mining, metals and minerals processing industry.
Established in 1984 in South Africa, DRA has since developed a global business and in mid-2018 relocated its group head office to Perth, Australia, to better focus on expansion of its Australian and other international businesses.
To support organic and inorganic growth opportunities DRA pursued an IPO, and on 28 May 2021 lodged a prospectus offering up to 5.1 million shares at an offer price of A$3.95 per share to raise up to A$20 million.
DRA commenced trading on the ASX on 9 July 2021 with a market capitalisation of A$214 million.
Azure acted as financial adviser and managed the end-to-end process for the company.

7-Eleven Australia

7-Eleven Australia
A$225m Senior Syndicated Debt Refinancing
In October 2020, Azure was the financial adviser to 7-Eleven Australia in relation to the successful closing a four year, $225 million financing agreement with a syndicate of three Australian banks, after a competitive tender process.
With generated sales of around $4 billion, the refinancing will be utilised for working capital, capital expenditure and general corporate purposes of the company.

Pioneer Credit

Pioneer Credit
A$189 million refinance of The Carlyle Group by a syndicate led by Nomura
On 5 December 2019 Pioneer Credit Limited (ASX:PNC) announced it had entered into agreements with funds managed by The Carlyle Group under which Carlyle would buy Pioneer’s senior debt from its banks, who were seeking an exit following some financial difficulties, and its equity via a scheme of arrangement. Under the scheme, Pioneer Credit shareholders were to receive total consideration of A$1.82 per share, valuing the equity at $120 million and completion was expected in April 2020. The intent of the transaction was to privatise the Company with Carlyle as the new majority owner, alongside management.
The debt purchase took place but the scheme failed to complete. Carlyle cited a MAC (material adverse change) clause after the onset of Covid-19 and also alleged other defaults and insolvency against Pioneer. Pioneer refuted these, terminated the scheme agreement and commenced litigation against Carlyle. A settlement was then reached which included a standstill period to refinance the Carlyle debt.
With Azure’s assistance a syndicate of lenders comprising Japanese bank Nomura and several credit funds and private investors funded a new facility of $189 million to refinance Carlyle and fund growth, on 23 September 2020. In a challenging financing during Covid-19 for a company in distress, the facility includes multiple layers of capital and a minority rollover by Carlyle. It also required a restructure of the Company’s subordinated medium term notes.
Pioneer Credit is an ASX-listed company providing high quality, flexible, financial services to support everyday Australians out of financial difficulty.
Azure Capital advised Pioneer throughout the original sale process, the negotiations with Carlyle, the MTN restructure and the refinancing.

Panoramic Resources

Panoramic Resources
A$90m equity raising, including $29m strategic investment
On 25 May 2020, Panoramic Resources Limited ("Panoramic") announced a fully underwritten institutional Placement and accelerated non-renounceable Entitlement Offer to raise approximately A$90m (collectively the "Offer"). As part of the Offer, established ASX-listed nickel producer Western Areas Limited will make a strategic cornerstone investment in Panoramic up to $29m via participation in the Placement and as sub-underwriter of the Entitlement Offer, resulting in a pro-forma shareholding of up to 19.9%.
The Offer was priced at A$0.07 per share, representing a 42% discount to the last closing trading price of A$0.12 and 21% discount to TERP of A$0.09. Funds raised from the Offer will be used to repay Panoramic’s existing secured and subordinated debt facilities and creditors, as well as fund initiatives designed to de-risk the restart of the recently suspended Savannah nickel-copper mine ("Savannah").
Panoramic is an ASX-listed Western Australian mining company which 100% owns the Savannah nickel, copper and cobalt mine located in the East Kimberley region of Western Australia. Panoramic has been producing from Savannah since 2004 and is currently focused on the development of the Savannah North orebody, which was discovered in 2014.
Azure acted as financial adviser to Panoramic on the Offer, including providing valuation, structuring and strategic advice, conducting the process to secure the strategic investor, negotiating relevant transaction agreements, assisting with preparation of disclosure materials, and overseeing the appointment of lead managers to the Offer.

Heron Resources

Heron Resources
A$91m funding package for the Woodlawn Zinc-Copper Project
On 4 October 2019, Heron Resources Limited (“Heron”) announced it had secured a A$91 million funding package that will allow commissioning of its Woodlawn Zinc-Copper Project to be completed and see it through to positive cash flow operations.
The funding package consisted of:
- A$35 million non-renounceable entitlement offer of new shares at A$0.20 per share, with an accelerated component to provide early funding;
- US$35 million (A$52 million) convertible notes provided by Greenstone Resources LP, Orion Mine Finance Group and funds managed by Castlelake, L.P.; and
- US$3 million (A$4 million) stream over zinc by-product.
The funding package was approved by shareholders at a general meeting on 5 December 2019 and the transaction completed on 24 December 2019.
Azure advised Heron on all aspects of the transaction, including providing valuation and strategic advice, and negotiation of the relevant transaction agreements.

Pioneer Credit

Pioneer Credit
A$158m Debt Facility Replacement
On December 20, 2019, Pioneer Credit Limited ("Pioneer") announced it had entered into an agreement with its existing senior financiers and The Carlyle Group ("Carlyle"), under which Carlyle would acquire the existing A$130m senior debt outstanding. In addition, Carlyle would provide interim funding of A$28m to fund ongoing investment in Purchased Debt Portfolios, special dividend payment and working capital as required.
Carlyle is a global alternative asset manager with US$222 billion assets under management across 362 investment vehicles. Founded in 1987 in Washington, DC, Carlyle has grown into one of the world’s largest and most successful investment firms, with more than 1,775 professionals operating in 33 offices across six continents. Since its inception in 1987, the firm has invested in more than 640 private equity transactions.

Sheffield Resources

Sheffield Resources
A$350m Project Finance Facilities to Fund the Development of the Thunderbird Project
Following the signing of a binding term sheet in October 2017, on 12 November 2018 Sheffield Resources Limited (Sheffield) announced the signing of a US$175m fully underwritten, syndicated facility agreement with Taurus Mining Finance for a seven year term loan (Taurus Facility).
Furthermore, in September 2018, Sheffield also announced that the Northern Australia Infrastructure Fund (NAIF) Board made an investment decision to offer financial assistance to Sheffield for its Thunderbird project via the provision of long term debt facilities totalling A$95 million (NAIF Facilities). The Facilities consisted of:
- A$30 million Project Development Facility (sitting pari passu with the Taurus Facility); and
- A$65 million Infrastructure Development Facility.
Azure led the transaction with Taurus and NAIF, advising Sheffield on all aspects including structuring and tactical advice, project finance financial modelling, preparation of marketing materials, investment proposals (for NAIF), coordination of due diligence and the production of the required third party reports, advocacy and support for the credit and approval process and the development and negotiation of the term sheets and full finance facility documentation (including intercreditor principles between NAIF and Taurus).

Thinktank Group

Thinktank Group
A$11m Strategic Investment from Australian Finance Group Limited
Thinktank Group Pty Ltd (Thinktank) is a private, Australia-based, non-bank commercial lender that manages a portfolio of A$750m in first mortgage commercial property loans.
On 19 April 2018 it was announced that ASX-listed Australian Finance Group Limited (AFG) had made a strategic investment of 30.4%, on a fully diluted basis, in Thinktank following the issue of 5m Thinktank shares for A$10.9m. In connection with the investment, AFG will distribute a white label commercial property product through its national network of +2,900 brokers.
Azure acted as corporate adviser to Thinktank and advised on all aspects of the strategic investment including valuation, structuring, coordination of due diligence and negotiation of the multiple transaction agreements.

7-Eleven Australia

7-Eleven Australia
A$175m Senior Syndicated Debt Refinancing
In January 2018, Azure was the financial adviser to 7-Eleven Australia in relation to the successful closing a three year, $175 million financing agreement with a syndicate of four Australian banks, after a competitive tender process.
With generated sales approaching $4 billion, the refinancing will be utilised for working capital, capital expenditure and general corporate purposes of the company.
Azure managed all aspects of the refinancing, having undertaken a review of the capital structuring options available to the company and subsequently running the competitive process through to successful completion.

Heron

Heron
A$240m funding package for the development of the Woodlawn Zinc-Copper Project
On 30 June 2017, Heron Resources Limited (“Heron”) announced it had secured a complete A$240 million funding package for the development of its 100%-owned Woodlawn Zinc-Copper Project, located in New South Wales.
Heron is now fully funded through construction and ramp-up, with first production targeted for late 2018 / early 2019. The funding package comprised:
- US$60 million senior secured loan facility, US$16 million silver stream prepayment and A$29 million equity investment from Orion Mine Finance
- Existing shareholder Greenstone Resources providing a A$42 million equity investment
- Introduction of new strategic investor, Castlelake, L.P., providing a A$33 million equity investment
- A$32 million raised from new and existing investors in an oversubscribed placement
- A$5 million Share Purchase Plan to allow eligible existing retail shareholder participation
The transaction completed in September 2017.
Azure advised Heron on all aspects of the transaction, including providing valuation and strategic advice, coordination of due diligence and reverse due diligence, and negotiation of the relevant transaction agreements for both the debt and equity financings.

GMA Garnet Group

GMA Garnet Group
Offtake Agreement and Financing with Mineral Commodities
On 26 April 2017 it was announced that the GMA Garnet Group (GMA), an integrated garnet mining, processing, shipping, global marketing and distribution organisation providing the highest quality industrial garnet for the surface preparation and waterjet cutting industries, and Mineral Commodities Limited (MRC), a producer of zircon/rutile non-magnetic concentrate and ilmenite and garnet products, executed a binding heads of agreement (HOA) to amend the existing life of mine (LOM) offtake agreement (Offtake Agreement) for garnet concentrate from MRC’s Tormin mine in South Africa.
The agreed terms of the HOA represented a key milestone for both companies with MRC ensuring delivery of garnet concentrate to GMA under the Offtake Agreement and GMA securing additional stockpiling capacity at the Tormin site and the offtake from one of the key global garnet resources. Key terms agreed include:
- GMA to accept delivery of a minimum 210,000 tpa for the LOM, excluding 2017 whereby GMA will accept delivery of 240,000 tpa;
- US$5.2 million paid to MRC as pre-payment for initial garnet concentrate to be delivered to GMA during 2017;
- MRC to provide designated lease areas to stockpile GMA delivered garnet concentrate, and to provide for security for pre-payments on stockpiled garnet concentrate inventory; and
- Repayment of the existing loan provided by GMA to MRC, and related interest charges, to commence 30 days following execution of the HOA.
As announced by MRC on 26 May 2017, the companies subsequently entered into formal documentation.
Azure advised GMA on all aspects of the commercial arrangement including structuring, financial analysis/valuation, strategic advice and negotiation of the relevant commercial agreements.

Wellard

Wellard
A$52m Capital Raising
On 3 April 2017, Wellard Limited (Wellard, ASX:WLD) announced a fundraising transaction to raise approximately $52 million (before costs). The fundraising comprised of:
- a placement of 25 million new shares to sophisticated and institutional investors at $0.24 per share to raise $6 million (Placement);
- a fully underwritten non-renounceable pro rata entitlement offer on a 1-for-4 basis at an issue price of $0.185 per share to raise approximately $19.7 million (Entitlement Offer); and
- the issue of US$20 million in convertible notes in 2 tranches to raise approximately $26.3 million (Convertible Notes).
Azure acted as financial adviser to Wellard with regards to the fundraising and managed the end-to-end process for the company.
After successfully completing the Placement and issuance of Tranche 1 of the Convertible Notes, the Entitlement Offer is due to close in mid May 2017 with tranche 2 of the Convertible Note due to close in early June 2017 following a shareholder meeting.

Perth Markets

Perth Markets
Brisbane Markets Limited Sell-Down
As part of the industry bid for Market City by Perth Markets Limited (PML), cornerstone investor Brisbane Markets Limited granted an option over 5 million securities, which would allow other industry-affiliated and Western Australian-based investors the ability to acquire an additional interest in PML. The call option was exercised in September 2016 and all 5 million securities were transferred to new and other existing PML investors.
Azure acted as lead manager to the sell-down.

Image Resources

Image Resources
A$31m Transaction with Murray Zircon and Guangdong Orient Zirconic
In June 2016, Image Resource NL (“Image”) completed a transformational transaction with Murray Zircon Pty Ltd (“Murray Zircon”) and Murray Zircon’s major shareholder, Shenzhen Stock Exchange listed Guangdong Orient Zirconic Ind Sci & Tech Co., Ltd (“Orient Zirconic”), to facilitate the development of Image’s flagship Boonanarring mineral sands project, located in the Perth Basin.
The transaction was comprised of the following key elements:
- Acquisition by Image of a wet plant and associated assets from Murray Zircon, in exchange for 42% of Image’s expanded share capital being issued to Murray Zircon (valued at A$17m). A further 5% of Image will issued to Murray Zircon if a decision to mine is reached and project finance secured within 2 years of completion
- A$4m working capital loan from Murray Zircon to Image, to facilitate development activities at Boonanarring
- A zircon products offtake agreement between Image and Orient Zirconic for 90% of all zircon products produced by Image at market prices
- US$8m prepayment facility provided by Orient Zirconic to Image, drawable following first production from Boonanarring, and
- A call option in favour of Image to purchase a dry mineral separation plant from Murray Zircon, located at its South Australian Mindarie project
Azure advised Image on all aspects of the transaction, including assessment and valuation, transaction structuring, due diligence, negotiation of commercial terms, and the process through to completion (including securing relevant approvals).

Graphex Mining

Graphex Mining
A$11m Demerger and Initial Public Offering
Graphex Mining Limited (Graphex) was incorporated by its parent company IMX Resources Limited (IMX) in January 2016, following a decision by the IMX Board to spin out its graphite assets.
On 15 March 2016, Graphex entered into an agreement with IMX Resources to acquire 100% beneficial ownership of five Prospecting Licenses in Tanzania, including the Chilalo Graphite Project.
On 4 April 2016, Graphex issued a prospectus offering up to 35 million shares to be issued at a price of A$0.20 per Share to raise A$7 million valuing Graphex at A$11 million.
Azure acted as financial adviser to IMX and Graphex and managed the end-to-end process for the company including initial advice on the transaction strategy and structure and appointment of lead managers to the issue.
The offer closed oversubscribed and Graphex successfully commenced trading 14 June 2016 with the share price closing at an 82.5% premium to the issue price.

Perth Markets

Perth Markets
A$56m Equity Capital Raising and A$87m Term Loan and Deferred Payments to Finance the Acquisition of Perth Markets
In March 2016 Perth Markets Limited (“PML”), a consortium led by the Chamber of Fruit and Vegetable Industries, successfully completed the acquisition of WA’s largest wholesale fruit and vegetable market, Market City, from the Government of Western Australia for $135.5 million, including a $56.4 million equity capital raising. The capital was sourced from a diverse group of industry investors including growers, wholesalers, industry groups and other national market operators. Market City is situated on a 51 ha parcel of freehold land located in Canning Vale.
PML also secured debt facilities of $77.3 million from the NAB to fund the acquisition and working capital requirements as well as arranging a $10m deferred vendor finance payment due to the State.
Azure advised PML on all aspects of the financing from initial engagement with potential lenders, structuring of the funding and negotiation of the facility agreement and acted as lead manager to the capital raising process.

Austal

Austal
Refinancing of Syndicated Corporate Debt Facility
Austal Limited (Austal) is an ASX300 global defence prime contractor and a designer and manufacturer of defence and commercial ships. On 20 November 2015, Austal announced it had successfully entered three year financing agreement with a syndicate of two major Australian and two major US banks, after a competitive tender process.
The multi-tranche, multi-option and multi-currency refinancing retained a similar structure to the existing facilities, and comprised three key components – a revolving credit facility, a contingent instrument facility and letters of credit. The letters of credit were used to provide credit support to Gulf Opportunity Zone Bonds (Go Zone Bonds), which are a form of tax-exempt indebtedness that was authorised by the US Federal Government to incentivise private investment in infrastructure in geographical areas that were affected by Hurricane Katrina in 2005. The Go Zone Bonds mature in 2041.
Azure was the independent financial adviser to Austal with regard to the refinancing, undertaking a full review of financing options available to Austal and running the competitive process which ultimately achieved more favourable and flexible terms compared to Austal’s previous facility, and improved pricing from the start of the process.

Yeeda

Yeeda
A$23m Mezzanine Debt Facility from ADM Capital
Yeeda is Western Australia’s largest vertically integrated red meat production, processing and distribution business.
In May 2015, ADM Capital and Yeeda announced its shareholders entered into a A$23million mezzanine loan facility with a Hong Kong based fund (ADM Capital). Yeeda’s shareholders used the proceeds to redeem of the company’s redeemable preference shares. Azure ran the successful financing process creating enough competitive tension from multiple potential mezzanine finance providers to allow attractive terms to be negotiated, including:
- Voluntary prepayment at any time subject to first year make-whole
- No financial covenants
Azure acted as financial adviser to Yeeda’s shareholders on this transaction.

Mawson West

Mawson West
US$33m Financing and Debt Restructure Package
Mawson West Limited (Mawson West) is a copper and silver-focused resource company listed on the TSX and based in Perth, Australia. Its two key projects are the Dikulushi copper-silver mine and the Kapulo copper mine located in the Katanga province in South Eastern Democratic Republic of Congo.
On 11 December 2014, Mawson West announced a US$33.4 million financing and debt restructuring package with Galena Asset Management S.A. and its affiliate entity Trafigura Pte Ltd. The proceeds of the financing and the amendments to the debt facility will be used to provide the Company with sufficient working capital to manage the ramp-up of the Kapulo copper mine and strengthen its balance sheet.
Azure acted as Corporate Adviser to Mawson West on the transaction, which involved negotiating and structuring the financing package and the management of the entire process. Mawson West shareholders approved the package on 25 February 2015 and funds were received shortly thereafter.

New Energy

New Energy
A$50m Senior Debt Facility from Clean Energy Finance Corporation
On 6 June 2014, the Clean Energy Finance Corporation (“CEFC”) announced that it will provide up to A$50m in senior debt finance to New Energy Corporation (“New Energy”).
New Energy is an Australian, privately-owned company established in 2009 to develop innovative projects to make waste management and energy production more sustainable. It has two major waste-to-gas projects in advanced stages of development, one at Port Hedland (Boodarie) in the Pilbara and a second at Rockingham near Perth.
The CEFC’s finance will assist in developing the first municipal waste-to-energy gasification project in Australia, and help facilitate access to private sector funding for other waste-to-energy facilities in the future.
Azure Capital acted as an independent financial adviser to New Energy on the transaction.

Pioneer Credit

Pioneer Credit
A$40m Initial Public Offering
Pioneer Credit Ltd (Pioneer) is a financial services provider specialising in acquiring and servicing unsecured retail debt portfolios.
On 4 April 2014, Pioneer issued a prospectus offering 25.2 million shares at an issue price of A$1.60 per share to raise a total of A$40.2 million. Funds were to be used predominantly for growth activities including debt purchases and expansion of Pioneer’s Perth based customer service centre.
Azure acted as financial adviser and managed the end-to-end process for the company including initial advice on the optimal financing strategy and structure.
The offer closed oversubscribed.

Wolf Minerals

Wolf Minerals
A$183m Share Placement and A$2m SPP
Wolf Minerals Limited (Wolf) is an ASX and AIM-listed specialty metals company focussed on the development of its 100%-owned Hemerdon Tungsten and Tin Project (Hemerdon) near the United Kingdom’s southwest town of Plymouth.
On 18 March 2014, Wolf announced a A$182.7 million share placement to new and existing investors and A$2.0 million Share Purchase Plan (SPP). The purpose of the raising was to complete the equity funding requirement for the construction of Hemerdon through to positive cash flows.
Azure acted as corporate adviser to Wolf on the transaction, which involved the coordination of four brokers across the UK and Australia. Azure also assisted in the company in negotiations with its two largest shareholders, Resource Capital Funds and Todd Corporation, who both had significant participation in the placement.

VDM Group

VDM Group
A$15m Strategic Placement to H&H Holdings
On 29 May 2013, VDM Group Limited announced a A$15m million placement to H&H Holdings, an entity controlled by Dr Dongyi Hua (the former Executive Chairman and CEO of Citic Pacific Mining).
The purpose of the Placement was to:
- Increase the financial capacity of VDM to bid and execute construction projects; and
- Enhance VDM’s existing strategy of exploring new opportunities in the mining and constructions sectors
VDM is a mid-sized and engineering, design and construction business operating a national business with a focus on mining and civil projects.
Azure Capital acted as financial adviser to VDM.

Redbank Copper

Redbank Copper
A$10m Placement and Debt Restructure
On 23 April 2013, Redbank Copper Limited, announced it had successfully completed a A$9.7m share placement and debt restructure.
Net placement proceeds will be used to progress an exploration program at the company’s Redbank Copper Project with the aim of delineating a 200,000 tonne copper metal resource to support the recommencement of copper production.
Azure was appointed lead manager and corporate adviser to the share placement and debt restructure.

Minemakers

Minemakers
A$2.5m Strategic Placement to Vulcan Phosphates
Minemakers Limited is a dual ASX/TSX-listed mining company focussing on the fertiliser sector. On 2 April 2013 Minemakers announced the strategic placement of 14 million shares to Vulcan Phosphates LLC at 18 cps (A$2.5m), a 33% premium to Minemakers’ trading price prior to the placement. In addition, Vulcan acquired a 4 year option to acquire a further 14 million shares at 30 cps. Vulcan is a strategic investor with deep knowledge of the phosphate fertiliser industry. Vulcan has also co-invested with Minemakers in the JDCPhosphate Inc, a Florida-based developer of a new phosphate extraction process. Azure advised Minemakers on its placement to Vulcan.

BC Iron

BC Iron
US$130m Acquisition Debt, A$47m Underwritten Share Placement and A$10m SPP
On 10 December 2012, ASX-listed iron ore producer BC Iron announced a landmark transaction with Fortescue, whereby BC Iron paid Fortescue A$190m to:
- Acquire a further 25% interest in the Nullagine Iron Ore Joint Venture(“NJV”);
- Increase the capacity available to the NJV on Fortescue’s rail and port infrastructure from 5 mtpa to 6 mtpa;
- Prepay 3.5 mt of its share of rail haulage and port charges to Fortescue.
The transaction resulted in BC Iron increasing its interest in the NJV from 50% to 75% and increasing its equity share of production from 2.5 mtpa to 4.5 mtpa.
BC Iron funded the acquisition via a combination of debt, equity and existing cash. Specifically, BC Iron entered into a 5 year, US$130m amortising term loan facility with ANZ and Commonwealth Bank at an attractive margin of USD LIBOR. The equity raising comprised a A$47m underwritten institutional placement at an issue price of A$3.04 per share, a 4% premium to the previous closing price. BC Iron also raised a further A$10m via an oversubscribed share purchase, Azure acted as independent financial adviser to BC Iron on all aspects of the transaction, including managing the debt and equity financings.

Port Bouvard

Port Bouvard
A$59m Debt Refinancing
On 20 December 2012, Port Bouvard Limited announced a A$58.8 million refinancing, comprising:
- a $23.8 million renounceable rights issue; and
- a A$35 million Facility Agreement with St George
The proceeds were used to fund retirement of existing debt, provide working capital and pay a deferred creditor. Port Bouvard owns the Oceanique residential development in Mandurah and the Point Grey project. The rights issue was underwritten by Bell Potter, with major shareholders committing to the raising.
Azure Capital was appointed as financial adviser to Port Bouvard and oversaw a capital management review, including potential assets sales, mergers and capital raisings. Azure Capital led negotiations with St George and the appointment of Bell Potter.

International Base Metals

International Base Metals
A$30m Strategic Placement by Heilongjiang Heilong Resources Investment Co.
On 13 December 2012, International Base Metals Limited (IBML), an Australian public unlisted company with copper development assets in Australia and Namibia, announced the signing of a subscription agreement whereby Heilongjiang Heilong Resources Investment Co. (Heilong) agreed to a A$30 million placement in IBML at an issue price of 20 cents per share. A significant portion of the funds raised will go towards development of the Omitiomire Copper Project, IBML’s flagship asset in Namibia.
The transaction was subject to a number of conditions, including approval from non-associated shareholders of IBML, which was received in January 2013. Payment of funds took place in two equal tranches in April and June 2013.
Azure acted as corporate adviser.

Resolute Mining

Resolute Mining
Acquisition of 19.9% Equity Interest and A$85m Convertible Note Investment in Noble Mineral Resources
In October 2012, ASX-listed gold producer Resolute Mining announced the acquisition of a 19.9% equity interest in Noble Mineral Resources. Noble is an ASX-listed gold producer with its key asset being a 100% interest in the Bibiani Gold Project in Ghana.
At the same time as the acqusition, Resolute announced an unconditional offer to make a A$85 million convertible note investment in Noble, comprising:
- An initial US$15m unsecured short-term debt facility (to be repaid out of the proceeds of the convertible note issue);
- A commitment by Resolute to fully underwrite a rights issue by Noble of listed convertible notes, with a conversion price of A$0.12 per Noble share, to raise A$79m; and
- An offer by Resolute to take a placement by Noble of sufficient additional listed convertible notes (on the same terms as the rights issue) to increase the total funds raised to A$85 million.
At an EGM held on 7 November 2012, Noble shareholders rejected a competing financing package by Zhongrun Resources Investment Corp. which comprised a two-tranche A$84.7m equity placement. Shortly afterwards, the Board of Noble accepted Resolute’s unconditional financing offer. Resolute ultimately subscribed for just under 100% of the convertible notes on offer and the financing closed on 1 March 2013.
Azure acted as independent financial adviser to Resolute on all aspects of the transaction.

Paladin Energy

Paladin Energy
US$141m Project Finance Facility for Langer Heinrich Stage 3 Expansion
Paladin Energy Limited commissioned the Langer Heinrich Uranium mine in Namibia in 2006. In 2010 Paladin commenced the Stage 3 expansion project to increase annual production to 5.2Mlb pa from 3.7Mlb. The construction of the project was initially funded by Paladin’s existing cash reserves and in August 2011 Paladin executed a US$141m Project Finance Facility provided by a syndicate of international banks including Societe Generale, Nedbank Capital, Standard Bank Plc, Barclays Capital and Rand Merchant Bank. Azure Capital assisted Paladin on this debt financing.

Verve Energy

Verve Energy
Joint Venture with GE Energy and Funding of 10 MW Greenough River Solar Farm
On 31 August 2011, Verve Energy announced that it had reached agreement with GE Energy Financial Services, First Solar, Inc. and the Water Corporation to construct Australia’s first utility-scale solar photovoltaic (“PV”) project near Geraldton.
Verve and GE will each own 50% of the 10 MW project, with the WA Government providing a further $20 million in funding, including $10 million from the Royalties for Regions program. First Solar will supply the project with PV modules and construction management services, as well as operations and maintenance support once operational. The Water Corporateion will purchase 100% of the electricity output and renewable energy certificates from the project under a long term power purchase agreement.
Azure acted as financial adviser to Verve Energy in relation to the joint venture with GE and the project funding package.

Moly Mines

Moly Mines
US$494m Senior Debt Facility from China Development Bank
In June 2011, Moly Mines announced that it had secured debt facilities with China Development Bank totalling US$494 million, consisting of a US$454 million senior secured facility and a US$40 million working capital facility. The facilities were secured as part of a previously announced two-stage debt and equity finance package with Hanlong Mining Investment for the construction and development of the Spinifex Ridge molybdenum project.
As part of its ongoing advisory role, Azure advised Moly Mines on all key aspects of the debt financing including financial modelling, preparing for and managing the due diligence process, negotiation and drafting of key deal documentation through to managing the successful execution of the transaction including the coordination of the company’s other advisers.

Galaxy Resources

Galaxy Resources
A$62m Convertible Bond
On 8 November 2010, Galaxy announced it had raised a total of A$91.5 million, comprising:
- A$30 million via a share placement of 21.6 million shares at A$1.39 per share
- A$61.5 million via the issue of convertible bonds with a conversion price of A$1.56, coupon rate of 8% per annum and term of 5 years.
The proceeds were raised to fund the completion of construction and ramp-up of Galaxy’s Mt Cattlin Project and Jiangsu Plant, as well as for working capital and the potential acquisition of other lithium-related projects.
Fengli Group invested A$30 million in the convertible bond issue and A$30 million in the share placement. Fengli Group, a privately owned company based in the Jiangsu Province, China, is the largest used metal processor and distributor in China and one of the top 500 enterprises in China.
A private company of Mr Li Shu Fu, who is the founder, Chairman and controlling shareholder of Chinese automobile manufacturer Geely, invested A$25 million in the convertible bond issue.
Azure Capital was appointed as financial adviser to Galaxy in relation to the share placement and convertible bond issue.

Moly Mines

Moly Mines
US$200m Equity Funding by Sichuan Hanlong Group
As part of its ongoing advisory role with Moly Mines, Azure acted as corporate adviser to Moly Mines in relation to a two-part transaction comprising (1) a US$200 million strategic debt and equity investment by Hanlong Mining Investment, a subsidiary of a large, privately owned Chinese company, Sichuan Hanlong Group, which completed in April 2010, and (2) a US$494 million debt facility provided by China Development Bank which completed in June 2011. The combined funding allowed Moly Mines to repay its existing debt and facilitate the potential development of the Spinifex Ridge molybdenum project by the company.

Anvil Mining

Anvil Mining
US$200m Funding Package for Kinsevere Stage II
Anvil Mining is an established copper producer in the Democratic Republic of Congo, with Kinsevere as its flagship asset. In December 2009, Anvil successfully secured a US$200 million funding package for the completion of construction at its Kinsevere Stage II solvent-extraction/electrowinning (SX/EW) plant.
The funding package comprised US$100 million of equity (conducted as a Private Placement in two tranches) and US$100 million of debt, both provided by Trafigura, one of the world’s largest commodity traders. Azure Capital was appointed corporate adviser to Anvil in October 2008 and assisted on this transaction.

TSMarine

TSMarine
A$47m Management Buyout Of TSMarine APAC With Champ Ventures and US$25m Acquisition Debt Facilities
On 16 November 2009, CHAMP Ventures Pty Ltd announced the acquisition of TSMarine Pty Ltd, the Asia-Pacific (APAC) businesses of Aberdeen-based TSMarine (Contracting) Ltd. TSMarine APAC provided a range of specialised services to the offshore oil and gas industry from its two modern, high specification vessels, with services spanning the lifecycle needs for offshore developments.
Azure was engaged by TSMarine Pty Ltd to explore alternatives to an offer from NYSE-listed Superior Energy for their UK parent. Azure considered trade sale, IPO and private equity alternatives for TSMarine APAC, and following a road show to potential equity investors in April 2009, Azure was appointed financial adviser to TSMarine and CHAMP Ventures for the MBO of TSMarine’s Australian and Singaporean subsidiaries.
The highly complex MBO involved coordinating a large number of stakeholders in addition to the client, including the UK parent’s shareholders, its senior and junior debt holders, Norwegian vessel owners, owners of the underwater ROVs, and Spanish shipyards, together with their professional advisers. Azure also advised on securing US$25 million in acquisition debt facilities to finance the acquisition.
The transaction was awarded AVCAL Best Management Buyout <$100 million in 2011.

Grange Resources

Grange Resources
A$124m Underwritten Entitlement Issue and $43m Share Placement
On 18 August 2009, Grange announced a $167 million capital raising and restructure, comprising of a $124 million underwritten entitlement issue, $29 million placement of shares to cornerstone investors and a $14 million issue of shares to Stemcor in return for a royalty restructure. The transaction provided funding for working capital and debt reduction.
Azure acted as sole corporate adviser, and joint lead underwriter and manager to the transaction.
The capital raising was carried out as part of a restructure of Grange’s liabilities which involved a reduction and pre-payment of a portion of deferred consideration, restructure of a royalty agreement and reduction and extension of a debt facility.
The entitlement issue and Stemcor placement were completed on 21 September 2009, with the cornerstone placement subject to a shareholder vote at the AGM in November.

Nexus

Nexus
A$31m Share Placement and A$43m Rights Issue
On 2 September 2009, Nexus announced a A$74 million capital raising, comprising of a A$31 million share placement of 96.8 million shares at A$0.32 per share and a fully underwritten 1 for 3.75 non-renounceable rights issue at a price of A$0.22 per share to raise A$43 million.
Net funds raised pursuant to the capital raising were to be used to:
- strengthen the balance sheet and provide financial flexibility to the end of 2010;
- fund ongoing development of the Longtorn gas project;
- fund long lead items for the Crux liquids project; and
- provide general working capital.
Azure was appointed as co-lead manager to the share placement and Sub-Underwriter to the rights issue.

Paladin Energy

Paladin Energy
A$429m Share Placement
As part of its ongoing advisory role for Paladin Energy, Azure acted as corporate adviser to the Company in relation to their A$429 million Private Placement announced on 9 September 2009.
Azure’s role was to work alongside the Paladin management team to provide advice and management for all aspects of the structuring, timing and execution of the capital raising.
Paladin intends to use the funds raised to provide the financial capacity to advance M&A and inorganic growth opportunities, progress the Langer Heinrich Stage 3 project, expand exploration and pre-development programs in Australia, and enhance the Company’s balance sheet flexibility to ensure Paladin remains well placed to take advantage of other international nuclear industry opportunities as they arise.
The capital raising successfully completed on 15 September 2009.

Paladin Energy

Paladin Energy
US$167m Project Finance Facilities for Kayelekera Uranium Project
Paladin Resources Limited commissioned the Kayelekera Uranium Project in Malawi during 2009. The construction project, commenced during 2007, was funded by a combination of equity and project finance facilities provided by Société Générale, Nedbank and Standard Bank. The Export Credit Insurance Corporation of South Africa acted as the export credit agency. Azure Capital worked with Paladin to negotiate and close this debt financing.

Macmahon Holdings

Macmahon Holdings
A$60m Underwritten Share Placement and Non-Renounceable Rights Issue
Continuing an advisory relationship that has spanned more than three years and five transactions, Azure was engaged to manage the structuring and execution of an equity capital raising for Macmahon, required to reduce debt and improve working capital flexibility through the end of the 2009 financial year.
Together, Azure and the management team developed recommendations on the optimum raising size and structure, taking into account the support of Leighton Holdings, Macmahon’s largest shareholder.

Fortescue Metals Group

Fortescue Metals Group
A$645m Strategic Placement to Hunan Valin Iron and Steel Group
Azure Capital was appointed as a joint corporate adviser to Fortescue in late 2008.
In February 2009, Hunan Valin Iron and Steel Group Company (“Valin”) agreed to invest A$558 million in Fortescue at $2.48 per share for 225 million shares. Valin also agreed to acquire 275 million shares from an existing investor. In March 2009, Valin subscribed for an additional 35 million shares, raising a further A$87 million.
Fortescue also entered into a co-operation agreement with Valin. The agreement envisaged increasing iron ore sales to subsidiary Xiangtan Steel from the existing 1mtpa up to 4mtpa from 2010 onwards and endeavouring to negotiate a new agreement with Valin for up to an initial 1.4mtpa (increasing to a maximum of 6mtpa from 2013).
The placement was completed in April 2009 with Fortescue raising a total of A$645 million and Valin holding a 17.4% interest in Fortescue.

Mount Gibson Iron

Mount Gibson Iron
A$97m Rights Issue, A$66m Placement and Offtake Agreements with APAC and Shougang Concord
On 3 November 2008, a number of Mount Gibson’s customers defaulted on their offtake agreements. Due to lower realised prices and sales volumes; particularly in the short and medium term, Mount Gibson required additional funding to develop its projects.
As part of its corporate advisory role for Mount Gibson, Azure advised on a three-part transaction, involving a 1 for 5 renounceable rights issue, a placement of 110 million shares at A$0.60 per share to raise A$66 million and offtake agreements with APAC and Shougang Concord.

Equinox

Equinox
US$80m Extension to Project Finance Facility for Lumwana
Equinox Minerals was an established copper producer in Zambia, with the Lumwana Copper Project as its flagship asset. In October 2008, Equinox successfully secured a US$80 million loan facility to meet additional working capital requirements from delayed start up, which was due to an electrical fire incident during construction of the Lumwana Copper Project. The loan facility served as an extension to existing project finance facilities secured in December 2006 and was structured on similar terms to the commercial tranche.
Azure Capital acted as corporate adviser on the facility extension, providing detailed financial modelling and supporting strategic advice to Equinox. Equinox was acquired by Barrick Gold in June 2011 for US$7.7 billion.

Moly Mines

Moly Mines
US$150m Bridging Facility
Moly Mines owns the Spinifex Ridge molybdenum project, one of the world’s largest undeveloped primary molybdenum deposits. Azure was retained as financial adviser to assist with raising funds for construction, with JPMorgan and Morgan Stanley appointed as joint lead managers and book runners of the proposed debt and equity issues.
Prior to raising the full financing package, Moly Mines made a decision to seek interim funds to enable pre-construction activities to continue. Several funds managed by the energy and infrastructure division of the US based pension fund manager, Trust Company of the West, subscribed for a package of loan notes and warrants comprising a total cash injection of US$150 million. The transaction completed in October 2008, at a time when debt and equity markets were experiencing significant turmoil.

Grain Pool

Grain Pool
A$2b Working Capital Financing
CBH is a vertically integrated, co-operative controlled by more than 5,700 grower-members which dominates the storage and handling of grain products in WA with a market share in excess of 90%. Its marketing arm, Grain Pool, markets more than 3 million tonnes of grain annually and exports to more than 20 destinations.
In early 2008, Azure Capital was appointed by CBH to develop and execute a debt financing solution for its grain trading, pooling and marketing operations for the 2008/2009 harvest and the next three years. As a result, a new $1.2 billion syndicated debt facility and $500 million of inventory finance was secured.

Paladin Energy

Paladin Energy
US$325m Convertible Bond
As part of Azure’s ongoing relationship with Paladin Energy, in February 2008, Azure acted as corporate adviser in relation to their US$325 million Convertible Bond raising.
Azure’s role was to advise Paladin on the strategic rationale and timing of the raising and also to assist in the production of marketing and legal documentation. Citi and UBS acted as the Joint Lead Managers and Joint Book Runners.
The funds were raised predominantly to finance production expansions at Langer Heinrich, exploration at the recently acquired Angela and Pamela deposits and continued M&A opportunities.
The Convertible Bond was oversubscribed with the increase option exercised in full. The Convertible Bond was issued with favourable terms achieved for Paladin of a 5% coupon and 25% conversion premium.

Coogee Resources

Coogee Resources
US$502m Project Finance Facility for Montara Project
Between 2005 and 2007, Azure Capital was retained by Coogee Resources to prepare for and execute a combined debt and equity package to finance the Montara oil project in the Timor Sea, north of Australia. Coogee Resources is a privately owned oil and gas company with two existing Floating Production Storage and Offloading (FPSO) operations in the Timor Sea and is developing a third.
The equity and cost overrun facilities of US$232 million were provided by Babcock & Brown. A senior debt facility of US$270 million was provided by a consortium of banks led by National Australia Bank.

ARK Fund

ARK Fund
Property Finance Facilities
The ARK Fund is a listed agricultural property fund managed by Rewards Group Limited, the winner of the 2006 WA Entrepenuer of the Year Award. The Fund currently owns and leases a number of agricultural properties around Australia and is advised by Azure Capital in relation to the funding of these properties. In February 2007 Azure negotiated the establishment of a financing facility with NAB.

Lignor

Lignor
A$16.5m Convertible Note Issue
As part of its wider role in the managing of the equity raising process for Lignor, an innovative developer of engineering wood products, Azure Capital advised on the raising of $16.5 million of unlisted convertible notes to s708 investors, placed through Patersons Securities and Macquarie, to fund the development of the company through to their major capital raising.

Paladin Energy

Paladin Energy
US$95m Project Finance Facilities for Langer Heinrich Uranium Mine
Paladin Resources Limited commissioned the Langer Heinrich Uranium mine in Namibia during 2006. The construction project, commenced during 2004, was funded by a combination of equity and project finance facilities provided by Société Générale, Nedbank and Standard Bank. Azure Capital worked with Paladin to negotiate and close this debt financing.

Agincourt Resources

Agincourt Resources
A$150m Placement to Fund the Acquisition of the Martabe Gold and Silver Project
Azure Capital advised Agincourt in arranging the financing needed to complete the acquisition of the Martabe Gold Project. A$150 million placement of ordinary shares, which approximated Agincourt’s market capitalisation at the time, was underwritten by Wilson HTM and Deutsche Bank.
The placement was made to institutions in Australia, North America and Europe and Azure advised Agincourt in selecting the underwriters, assisting the due diligence and roadshow processes and the negotiation of the underwriting agreement.

Little World Beverages

Little World Beverages
A$22m Initial Public Offering
Azure Capital acted as financial adviser and joint lead manager on the $21.5 million IPO of boutique brewery Little Creatures. Azure managed the end-to-end process for the company, from initial advice on the optimal financing strategy and structure through to managing the IPO.

Phylogica

Phylogica
A$5m Initial Public Offering
Phylogica, a leading biotechnology company with unique peptide technology, was created by the Telethon Institute for Child Health Research led by Australian of the Year, Fiona Stanley. Azure Capital was the lead adviser to Phylogica in structuring the spin-out of the company from the Institute and managed the subsequent IPO.