Approved! Shareholders Back NovaCopper Spin

A whopping 99.14% of NovaGold (NG) shareholders voted in favor of the company’s spinoff of its Ambler copper project known as NovaCopper at a shareholder meeting earlier this week. Not much of a surprise given the support of several large proxy firms and the lack of any vocal opposition. The spin is expected to be completed ‘on or about’ April 30th and NG shareholders will receive 1 share of NovaCopper for every 6 shares of NovaGold owned.

For some additional information on the Ambler project, check out this presentation being given by CEO and President Rick Van Nieuwenhuyse and for more information on the spin take a look at our earlier posts on the subject here.

Disclosure: Author holds no position in any stock mentioned.

NovaGold Further Details Its NovaCopper Spin

NovaGold (NG) recently provided an update on its planned spinoff of its Northern Alaska Ambler copper deposits. Since that doesn’t quite roll off the tongue, the new company will be known as NovaCopper. Click here for our earlier article on this topic. Shareholders of NovaGold will receive 1 share of NovaCopper for every 6 shares of NovaGold owned. More information is expected to be released prior to the special shareholder meeting which will take place on March 28, 2012 for shareholders as of February 24th. The spin is expected to be completed around April 30th, with shares being listed on the TSX and NYSE-AMEX.

Former NovaGold CEO Rick Van Nieuwenhuyse is “very excited to be heading NovaCopper as we execute our business plan to unlock the value of one of the world’s most exciting copper exploration investments…We have an excellent team focused on determining the extent of the mineralization at Ambler and, with four rigs on the property; we should be able to complete 15,000 meters of drilling this year.”

He then went on to explain the ‘investment thesis’ behind NovaCopper:

NovaCopper holds highly valuable assets. One of the deposits along the Ambler belt, Arctic, had a net present value of between approximately $500 million and $1,600 million, depending on metal prices, in the Preliminary Economic Assessment filed May 10,20111. Yet, Ambler is more than just Arctic; it is a major world-class poly-metallic district. This notion was demonstrated very clearly by the recent drilling success at our Bornite deposit when DDH RC11-187 encountered mineralization of 4% copper over 178 meters, including a very significant high-grade intersection of 34.7 meters grading 11.4% copper. (See the Company’s press releases dated November 10, 2011 and December 14, 2011) These are results that would rival any copper project in any part of the world. Yet, at a time when resource nationalism and jurisdictional instability are becoming ever greater risks to the copper mining industry, these outstanding results come from a project in the United States. Our ultimate objective is that the twin attributes of high grades from multiple deposits, when combined with jurisdictional safety, will result in NovaCopper being rated as the premier vehicle in its class.

In addition to the spin, NovaGold is looking to sell its other copper project, Galore Creek, and focus exclusively on gold or more specifically on the continued development of its Donlin Gold project. The company believes that Donlin is “within the top 1% of global gold deposits in terms of size,” so there is also a lot of potential there as well. Not everyone is as positive on its prospects though, but the size should keep it on the radar of investors hunting for indirect gold exposure, such as this guy. The company recently reported a year end loss of $153m, which isn’t so surprising considering the lack of income sources. That could be a problem as time goes by. NovaGold also approved a $4m interim budget to support exploration and development activities for NovaCopper’s Ambler project and would need to provide further funding if the spin isn’t executed by the May drilling season. After the spin, NovaCopper will have no debt to to the parent company and will be funded with $40m in cash for operations

I am not sure how much more helpful the additional information provided by the company will be. As the Inelegant Investor noted in our earlier article, the company has a lot of potential, but also very little substance right now. It is worth noting that Mr. Van Nieuwnhuyse is joining this company (he was formerly CEO of the entire organization) so he obviously believes in its promise. Mining is a tough business everywhere in the world and is especially challenging in the harsh Alaskan environment where certain months of the year are inoperable. If everything goes according to plan it will be a big hit however, there are a lot of potential pitfalls in the way. Although not exactly the same (for one thing a lot more mining experience here), in some ways this feels similar to the Contango Ore (CTGO) spinoff (which we wrote about here) – higher on the risk spectrum, but potentially large payoff. Feel like speculating?

Disclosure: Author holds no position in any stock mentioned.

NovaGold Spinning Off NovaCopper- Perhaps One Of Them Will Actually Open A Mine

NovaGold(NG) has a great story.  It owns a 50% interest in the Donlin Gold project in Alaska,  which a recent feasibility study projects can average 1.5 million ounces of production at $409/oz for the first 5 years, as well as two other major prospects.  It has a market cap of over $2 billion.  It counts George Soros, John Paulson, and Seth Klarman among its investors(UPDATE: NovaGold pointed out to us that Soros is no longer a shareholder.  We had noted his most recent 13G from February, but had not examined his 13F-HR filings which show his holdings in Novagold disappearing between April and June).  And it currently has no active mines and no meaningful revenues.

The Donlin project, which is jointly owned with Barrick Gold(ABX), will require $6.7 billion to complete.  It is not clear how NovaGold will pay for its half.  NovaGold CEO Rick Van Nieuwenhuyse came to NovaGold from Placer Dome, which was later acquired by Barrick. Barrick attempted to purchase NovaGold for more than twice its current share price but was rebuffed.

On November 16, NovaGold announced a series of major moves to its management and corporate structure.  Tom Kaplan, who controls 31.5% of the company, was named chairman. The company announced that Gregory Lang, President of Barrick Gold Of North America, would replace Van Nieuwenhuyse as President and CEO in January 2012.  It also announced that it would spin off its Ambler property as NovaCopper with Van Niewenhuyse as CEO.  In addition, the company will attempt to sell its 50% stake in the Galore Creek prospect in British Columbia.

The NovaCopper spin is expected to be distributed in February or March, pending shareholder approval at a meeting that the company hopes to hold in February. It seems clear the Mr. Van Niewenhuyse was a major impediment to the Barrick bid, and by selling or spinning off non-Donlin assets and hiring a key Barrick official as CEO, the company is positioning itself for a closer partnership or merger with Barrick.

Mr. Van Niewenhuyse explains the move, saying that he prefers to be involved in exploration as opposed to development. The Ambler prospect is certainly promising, but is an a very early stage of development.  We suspect that NovaCopper will soon find a development partner to help shoulder the costs.

Major holders Paulson and Soros acquired stock in private placements several years ago well below the current share price, but Klarman’s purchase, which took place in the third quarter, is puzzling.  Klarman’s style generally involves buying undervalued assets with a margin of safety.  While this is an interesting situation, there does not appear to be a margin of safety.  We wonder what, precisely, Klarman sees. To us, it looks like much promise, much potential, but still no substance.  No production. And splitting into two halves just creates two companies with no production.

Disclosure: The author holds no position in any stock mentioned

 

 

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