To today's webinar with Fenix Resources and CZR Resources. I'm Danica Warburton from Investability. I'm joined by John Welborn, Executive Chairman of Fenix, as well as Stefan Murphy, Managing Director of CZR. We're here to discuss Fenix's all-scrip takeover offer of CZR. This deal combines Fenix's proven mine-to-port operations with CZR's substantial Pilbara assets, including the Robe Mesa Iron Ore Project. The offer has the unanimous support of CZR's board, as well as major shareholder Mark Creasy, and has the potential to unlock significant value for both company shareholders. The format today is we're going to jump straight into investor Q&A as we've received lots and lots of questions. To kick off, Stefan, I'll start with you. Why should CZR shareholders consider accepting Fenix's AUD 0.30 offer? What are the longer-term benefits of accepting this takeover offer versus remaining independent?
Okay, thanks, Danica, and thanks to everyone else for joining today as well. First of all, the offer from Fenix is at quite a significant premium. At AUD 0.30, it represents approximately a 50% premium to our VWAP. From that perspective, it is really, really attractive to CZR shareholders. We are already seeing a lot of ground support for that. Further to just the premium, because it is not just about the premium, it is about what the business will look like going forward. Fenix has an outstanding track record, even just producing 1.5 million tonnes per annum, generating wonderful returns for shareholders. Their logistics business is second to none. In Australia, we consider the ability to leverage that amazing logistics infrastructure, the expertise into Robe Mesa.
If you can grab the business model that Fenix has so successfully delivered over the past five years, and then put that into Robe Mesa, where we've got the volume, we've got the tonnes, because that's what I know is at the end of the day, it's a tonnes business, then we're really expecting to see some great returns coming out of Robe Mesa, and better for all CZR shareholders.
John, on that, how does this transaction strengthen Fenix's market position? What synergies do you expect to unlock?
We're incredibly excited from a Fenix perspective around the transaction and to have Stefan and his team join the company and to expand our asset base so significantly. There's an enormous value proposition for the combined shareholder group, most obviously represented as Stefan describes about the match and the logic around our three business pillars. We have a mining business, we have a haulage and logistics business, and we have a port business. I have described the Robe Mesa project as possibly the last large-scale independent iron ore development available in the Pilbara. Certainly, we think it is a fantastic asset. It's perfectly matched to what we do. Probably best illustrated, actually, by the image behind Stefan and I on this webinar. Four or five years ago, this was literally a greenfields iron ore development project, and it's now the very successful Iron Ridge Iron Ore Mine.
Fenix, the last time we raised capital was AUD 15 million in 2020. We've generated AUD 1 billion of cash flow from the mine behind us. The DFS that Stefan and his team completed in late 2023 shows billions of dollars of cash flow coming from Robe Mesa. We're really excited about the opportunity to do at Robe Mesa exactly what we've done here. Create a great mining business, match it with best of class haulage and logistics capabilities, and then equally unlock port capabilities in exactly the same way as we've done at Geraldton in a new part of the Pilbara, which will lead to even further growth opportunities. It is a wonderful proposition for CZR and for Fenix.
Stefan, we had a question on your major shareholder, the Creasy Group, who are supporting the transaction. If the transaction is successful, we'll see the Creasy Group become a 12% stake shareholder in Fenix. From your discussions, if you could, if you're able to, what were the key reasons behind Creasy's endorsement?
Yeah, sure. I think a lot of shareholders in CZR are supporters of Mark's. We do have that real sort of groundswell of support because they follow Mark's investments, because he's obviously been so successful over the years, and we've seen that, well, hopefully he with CZR as well. One of the keys to this is that CZR, we successfully delivered a feasibility study, but there is a huge step when you're going from studies, development, all the way through to production. What Mark could clearly see in Fenix, because they've delivered year in, year out, they have delivered returns to shareholders through their operations and what they've done in the market. Mark's very, very clearly seen what Fenix can deliver. For CZR, it was the perfect match.
The ability to leverage in an experienced operator, very successful, to really work on a project that Mark's really holds quite dear to himself. He's had the asset for an awfully long time now. This is the next stage. This is the evolution and the transformation of Robe from a deposit or a concept to actually going into production.
John, do you have anything to add?
Look, I've known Mark for almost 20 years, and we have looked at various things, sometimes on other sides of the asset. He is widely known and respected as not only Australia's greatest prospector, but one of the best mining company investors this country has developed. It is a wonderful endorsement of Fenix that he is supporting the transaction. He has made his intentions really clear to accept our bid. It will be fantastic to have him as a cornerstone shareholder. He will emerge as a 12% holder. As Stefan describes, there is a reason why he has such a strong market following. The ability for him to identify world-class projects, to secure a direct interest as well as support the companies that are developing those, is legendary. He has been enormously successful in being a long-term holder of those stakes in significant Western Australian mining companies.
We're really excited to make Fenix one of his big successes from here. That's based on the quality of the assets and matching it with our development expertise. Along with board and management, we hold about 20% of Fenix. We have Mount Gibson, who currently hold about 10%. Post this transaction, Mark will hold 12%. What a great cornerstone shareholder group to then develop a new Western force in iron ore.
Absolutely. We have a question from Neil on the chat regarding the risks to the transaction not completing. He has asked, what deal protections do you have if the deal does not complete or in the event an interloper may appear?
Look, the board of CZR have universally recommended acceptance of the transaction. As we just described, Mark Creasy has indicated that he will accept our off-market all-scrip takeover offer. Both of those recommendations and intention statements are obviously subject to the emergence of a better proposal. Clearly, from a Fenix perspective, we think this is a fantastic opportunity. I will be and am advising CZR shareholders not only to accept our offer, but to hold your shares because this is a growth story. We think this is a wonderful opportunity to enjoy the rewards of successful development. Look, these assets are well known. Clearly, there was a Chinese-funded takeover offer before us. It has been tied up for a year with FIRB. The asset has basically been available for people to look at. That is why we have been studying it.
The ultimate frustration of that opportunity has created what I think is a very logical match. We are confident that this is a sensible transaction. We are very confident that it will proceed based on the Creasy Group's 52.5% holding and their strong commitment to this bid. In the absence of a superior offer arriving, we would be very confident and are preparing for success.
Yeah, and further to that as well, there's been ample opportunity over the past 12 months, even with Miracle there for an interloper, and it hasn't eventuated. We are very, very happy to be partnering up with Fenix. We can see that growth story. We can see that push towards 10 million tonnes as being a reality. That's why we're extremely excited about being part of this. It's the ability for CZR shareholders to remain part of that Robe Mesa growth story, but going further.
Okay, it looks like a lovely marriage with you two on the screen there with the gorgeous background too. Moving along, John, a question for you on the indicative timeline for development at Robe Mesa. Could you give us some details of what you're thinking post-successful completion of the offer?
Look, we have made a Bidder’s Statement, which has our intentions clear in a variety of circumstances. We expect the takeover offer to be wrapped up quite quickly with the strong support from Mark Creasy. The first thing we're going to do is conduct a comprehensive review of the very, very good Definitive Feasibility Study completed by Stefan and his team. That will really outline the next steps. There is an opportunity, we think, to match Fenix's expertise in mining and experience, particularly our expertise in what is a key element of our projects and of CZR's project, which is haulage logistics expertise, as well as our experience in port, to not only update, but potentially improve aspects of the DFS. We think we can do that quite quickly. That will then outline the next steps of development.
I think the question around timeline, the DFS proposes an 18-month to 24-month timeline. Our due diligence has supported that as a realistic outlook at this stage, subject to what we can improve on and potentially the outcome of the review. That would put us into early 2027 as being in production from Robe Mesa. That is what I think people should expect. Obviously, we've got a track record of meeting our capital expectations and particularly our timeline expectations on the development of Iron Ridge, on the recommissioning of Shine, and very soon on the development and production from W11, our third mine, which will take us to 4 million tonnes a year. The cash flows from that will be perfect over that 18-month to 2-year period to assist in the funding of the Robe Mesa development.
The timelines are really synergistic, as is the entire transaction.
Okay. We did receive a question on capital, well, how you're going to fund the development. Did you want to add any further details to that? You just said you're going to fund it through.
Part of the review is to obviously look at the capital commitments within the DFS, which are supported again by our due diligence. This is a project that is relatively, we're relatively comfortable in our ability to fund. It is a sub-AUD 200 million capital, pre-production capital number. I think I would refer people to look at the published research on Fenix. Last full financial year, we produced 1.4 million tonnes per annum. In the second half of this year, we will have tripled that production rate to 4 million tonnes across the three mines that I mentioned earlier. With iron ore prices holding above $100, there is a really exciting cash flow engine about to arrive into our company.
The question about how Robe Mesa is going to be funded will really be driven by our operating performance and our ability, as we've shown in the past, to generate significant cash. Really, the tripling of production, the maintenance of our strong operating margins, to date, we have funded the development of Shine, the redevelopment of the Riverdene Inland Port, the expansion of our haulage fleet, the expansion of our port assets, and the development of W11 have all been funded from operating cash flow. We don't have any senior debt. We have shadow mortgages against our rolling stock within the haulage business. We will obviously assess the exact funding required for Robe Mesa based on review of the Definitive Feasibility Study. I'm very confident that this is a project that fits our portfolio perfectly and that funding will be quite straightforward.
Okay, thanks, John. Another question for you. This is from James. He wants to know whether the development of Robe Mesa is contingent upon the Ashburton Link JV proceeding. Also, following on from that, whether Fenix would need to develop another haulage depot.
Clearly, any iron ore operation needs a port. You need to be able to get your product to your customer. We are very excited about the opportunity to link our mine with our haulage expertise with the development of the Ashburton Link opportunity and a port to unlock an area of the Pilbara. However, I would say that the successful development of Robe Mesa is not necessarily entirely dependent on the development of the Ashburton Link. It is our intention to do so. Stefan, I'm sure, can add to the fact that they would have investigated other opportunities that are always available. There are other ports within the region, the most obvious and the most cost-efficient. Most importantly, what has attracted Fenix to CZR, and particularly Robe Mesa, is the ability for this project to be a sub-AUD 50 FOB C1 cash cost.
Intrinsic to that is the load-strip ratio of the mine, our ability, as well as the short haulage route of less than 200 km from the mine to the Ashburton port. Particularly, having a globally significant port services and transshipment company in CSL as part of that joint venture drives a sub-AUD 50 FOB C1 cash cost. Yes, we see the Ashburton Link as intrinsic, but it is not the only option for this asset.
Yes, absolutely. Ashburton Link's a really important part of our business portfolio. We've got a 50% shareholding in Ashburton Link, but at the same time, we've got two-thirds of the export capacity through that facility. Now, that's advancing. It's obviously a long and slow process, but we're getting very, very close to the pointy end of that as well. As John mentioned, having CSL in there already, they're doing transshipping all throughout Australia and the world. They're a leader. We already have the vessel allocated as well. It's not like there's a large capital expenditure coming up for a transshipping vessel, which can cost north of AUD 70 million. That doesn't exist. The vessel is already in existence and ready for our project. As far as Ashburton Link goes, it's a great opportunity and certainly pretty high on our agenda to get that one moving.
Questions come through from Grez on maybe future synergies around using that combined infrastructure to service other commodities and markets. Is that something? It's probably a bit premature, but did you have any thoughts?
Not at all. Obviously, at the moment, we're an iron ore producer, but we're very interested in the opportunity our logistics business provides and our logistic assets provide. In the Midwest and at Geraldton, we're very confident that our port facilities can do in excess of 10 million tonnes a year. That's not just of iron ore, any bulk commodity. We are looking for the availability of developments in manganese, potash, any really bulk commodity project. Similarly, obviously, the expansion of Port Hedland is well understood. The opportunity of other Pilbara ports being opened at Cape Preston East or historically Ballaballa and now at Ashburton provide an opportunity for previously stranded projects to be monetized. That's something that we're very keen to do on our own account. Unusually, we're also very keen to assist other third parties. We're doing that already in Geraldton.
Ultimately, the successful development of Ashburton Link will enable exactly that opportunity in a new location.
Yeah, I think even one step further on that as well, even within the CZR portfolio, there's a huge amount of other iron ore assets that just simply haven't been worked up yet because we've been capital constrained, particularly over the last 12 months. Partnering with Fenix also gives us the opportunity to start to grow that resource base. That's something that we're really excited to do because we can see opportunity for a lot more iron ore even just within our portfolio.
Okay. Stefan, why have you, there's a question for you. With Miracle Iron offering approximately 40% more for Robe Mesa alone, what makes this a good deal for CZR holders long term with now all the projects up for sale?
Yeah, sure. First of all, we've got that transaction. You're talking over 12 months ago now. Iron ore price was approximately $40 higher in U.S. dollars than what it is right now. You're talking about AUD 70 higher. Unfortunately, even though that was a great number, that was a great transaction. At the time, it's become pretty clear that that was never going to be able to complete. Unfortunately, we do have to park that one now. It's disappointing. Miracle did a good job to work with us on that, but that's just the reality and that's now in the past. What we've got is a great opportunity to work with a company that's got a proven track record and can put Robe Mesa into production. I suppose the other key to that is with selling the asset, the future upside for shareholders is gone.
What we now have is a situation where not only will CZR shareholders have future exposure to Robe Mesa and other iron ore projects within the portfolio, but also our gold assets and our Butterdoo Vanadium Titanium Project and all of our other assets that do not disappear. They go within Fenix into a funded entity where we can now start to look to grow those or monetize those assets. It is an important distinction. Those assets have not disappeared. They will still be within Fenix. As a CZR shareholder, soon I hope to become a Fenix shareholder, you will have exposure to all of those assets.
Thank you. John, how does this transaction possibly impact Fenix's ability to pay future dividends to your shareholders?
Look, this transaction will not change our dividend policy. We are very keen to reward our shareholders. For at least two years, the board have been really focused on growth. We have indicated the success of Iron Ridge enabled us to pay strong dividends. Iron Ridge is coming to its conclusion. We initially had a 10 million ton resource, although we have added to that resource base and we are looking at possible mine extensions and our possible the reality is that like all ore bodies, it is finite. It is very important for our ability to reward shareholders, both in capital growth as well as dividends, that we look for where our future cash flow is going to come from. Picking up on Stefan's comments, I think this is a wonderful opportunity for the CZR portfolio and CZR shareholders.
Importantly also, it's a very important and positive opportunity for Fenix shareholders. Most shareholders, and Danica, you would be aware that fundamental value at Fenix is simplicity. I'm quite pleased and we are very confident that we will get to 75% acceptance quite quickly. The key important ratio for CZR shareholders in contemplating the bid is the improved ratio, not of 0.85, but 0.98. It's effectively one to one. If you're a CZR shareholder, you're effectively going to end up with just less than one Fenix share for every CZR share you currently hold. From a Fenix shareholder, we're welcoming effectively 24% of our register is going to be CZR holders.
The important point about that in terms of value creation is that we see we're very excited about our Midwest business and we're continuing to focus on its expansion, not just to 4 million tons, which will happen quite quickly, but well beyond that to potentially the capacity we see at our port, which is more than 10 million tons. We are now matching that with an equal opportunity for growth, both immediate and long term in the Pilbara. The ultimate answer to your question about dividends is that when those businesses are really up and humming, they will be a huge generator of value for Fenix, not just for a year or two years or three years, but sustainably into the future. I know there are shareholders focused on immediate dividends in the next couple of months. I would really encourage people to think about the long-term investment.
Particularly from a Fenix point of view, we haven't raised any new capital from investors. We've been using the success to reinvest to grow our asset base. This is a continuation of exactly the strategy that the board have been very consistent on. We're looking for ways to have exceptional internal rates of return that reward our shareholders. No one is more frustrated than me in terms of market recognition of that success. However, I'm really confident that at the moment, if you look at our historical financials, they show a business in the rear-view vision mirror. I encourage shareholders to look at what the future looks like and our ability to execute. Four million tons plus out of the Midwest, 3.5-5 million tons out of the Pilbara, that is a very, very big iron ore business with huge cash flows.
That's the time where we should be paying dividends. Dividends are appropriately an allocation of excess capital. The board have been really clear in the dividend policy, Danica, that we will pay a dividend subject to the financing requirements of our business. To be very clear, we are making growth investments. We're very careful about what those investments are. Our track record there is the mine behind us with an investment from Fenix, the portfolio we acquired from Mount Gibson, which is a huge opportunity and a fantastically value accretive transaction, the consolidation of our haulage joint venture, which was immediately value accretive, has been proven to be enormously value accretive to the entire company, both from a financial sense and most importantly from a strategic sense.
I'm very confident that the transaction we've announced yesterday is equally immediately value accretive, but much more so in the long term. Ultimately, that will lead to the ability to reward shareholders both in capital appreciation and also in dividends.
Thank you, John. Stefan, with regard to what CZR shareholders need to do next, keep timelines and that sort of thing where they can go for if they need extra information, would you be able to provide a quick summary?
Yeah, sure. As far as all of the information that's required at the moment, you can either get it through your ASX platform. The target statement has been lodged yesterday along with the Bidder’s Statement. All the information is there. As far as your ability to accept into the offer, again, the information can all be found through those documents and the ASX announcement. If they go to the CZR website, there is a landing page there which will direct you to where you can accept into the offer. It's pretty easy these days. Everything's online. I suppose even if you have a read through the documents, you can see that the directors have supported the transaction and will be selling their shares into the offer as well.
Before the March 21st is the key upcoming date.
Absolutely. Thanks, Danica. The key date for that is we have the March 21st . We just really want to make sure that we can get as many shareholders up to that 75% mark because it is going to be beneficial for all CZR shareholders to get that higher ratio, which is effectively one for one, just shy of one for one.
Okay. I appreciate we've got one minute to go. There are lots of questions that have come through and we'll endeavor to get back to everybody following the call. John, do you have any closing remarks you'd like to leave investors with today?
The most important closing remark would be to CZR shareholders and encourage you to follow the unanimous direction of your board of directors and the unequivocal intention of Mark Creasy to accept the offer. We're very keen to get on and generate value for CZR shareholders once they're Fenix shareholders and our broader Fenix shareholder group. We're really excited to have Stefan and his team join us in the Fenix journey. We see a really exciting opportunity together to develop the project and create a new opportunity for Western Australia and our iron ore business, as well as potentially other commodities in the future. It's a great portfolio of assets. My closing remarks would be we remain really focused on what's in front of us. We've successfully recommissioned the Shine Mine. Iron Ridge is running really well.
We're very excited about the near-term opportunities we have to develop and start operating from W11. We are looking forward to achieving the run rate of 4 million tons. The integration of the CZR portfolio into the company provides a wonderful opportunity to develop those assets. My closing remarks are Fenix remains a really exciting place to work. I hope it remains a really exciting opportunity for shareholders. I look forward to Stefan and his team and the broader CZR shareholder group joining us on that journey.
Stefan, did you have anything to add?
Yeah, again, it's to the CZR shareholders. For those that aren't aware of everything that Fenix has done, I do encourage you to do what we've done. Have a look at Fenix and you'll be just as impressed as what we are and what they've been able to deliver over the last four to five years. You will see exactly why we've made this decision to go down the path with Fenix. It is a growth story. That's what we're really talking about here. This is a growth story. We can see an absolute line of sight towards moving towards 10 million tons per annum. You only have to have a look at what sort of cash flow Fenix has been able to generate over the past few years and extrapolate that. That's why we're really excited to be part of this.
Thank you. Thank you, Stefan, and thank you, John. Thank you to all investors who joined today's call. Echoing what John and Stefan just said, if you do have any follow-up questions or you'd like more information, both companies' details are on the bottom of the ASX announcements. We really encourage you to reach out. We will also be circulating a replay of today's webinar for you if you want to go back and watch anything. That concludes today's webinar. Thank you again.
Thanks very much.