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Dominion Diamond Corp

TSX:DDC
No current share price held for this company.

Past year: ▲ 42%(11.23 – 18.36 CAD)

Market cap
—
Shares on issue
—
Story beats
23 since 2004
Last event
1 Nov 2017

History

A diamond miner with a stake in Diavik swapped its jewelry business for the Ekati mine, then was bought out for US$14.25 a share in 2017.

2004-2010: Diavik and the Harry Winston bet

The company, then called Aber, was built around a 40% interest in the Diavik diamond mine. In December 2004 Tiffany & Co. sold its 8 million Aber shares, which it had bought in a 1999 private placement that helped fund early Diavik development. The discount Tiffany enjoyed on diamond purchases was cancelled, so Aber would sell its whole Diavik share at full market prices. The 2005 annual report showed Diavik producing 7.6 million carats in the year, with Aber's share of diamonds sold at $252.7 million.

Aber also moved into jewelry. It bought 51% of Harry Winston in April 2004 for US$85 million, and in September 2006 agreed to buy out the minority holders for about US$157 million, to be paid from cash and a larger credit facility. That brought forward a purchase option that the original agreement had allowed for 2010. The record for 2007 to 2009 is quiet.

In July 2010 the company agreed to buy Kinross Gold's 9% indirect interest in the Diavik Joint Venture, bringing its stake back to 40%. The deal closed in August 2010 at US$220 million: US$50 million in cash, a US$70 million promissory note at 5% due August 2011, and about 7.1 million new shares issued to Kinross, which diluted existing holders.

2013: From jewels to mining

In January 2013 the company agreed to sell Harry Winston Inc., its luxury jewelry and timepiece division, to The Swatch Group for US$750 million plus Swatch's assumption of up to US$250 million of net debt. It said it would rename itself Dominion Diamond Corporation and keep supplying polished diamonds to Swatch. By April it was operating under the new name as a mining-only business.

It used the change to buy Ekati. In April 2013 it completed the purchase of BHP Billiton's interests in the Ekati mine and the sorting and sales facilities in Yellowknife and Antwerp for US$553 million. It also posted about Cdn$127 million in letters of credit to the Government of Canada for reclamation, meaning cleanup, obligations on the Core Zone. The price and letters of credit were covered from, or secured by, cash on hand. Ekati came with about US$65 million of cash and about 10 weeks of diamond inventory.

2015-2016: Planning Ekati's next mines

The next phase was working out what would replace Ekati's ageing pits. A January 2015 pre-feasibility study on the Jay pipe, in the Buffer Zone, estimated 84.6 million carats of reserve and a US$610 million after-tax value on a 100% basis, with about US$657 million of development capital. Brendan Bell was named Acting CEO that month.

Sable, in the Core Zone, followed. A September 2015 preliminary study showed 11.7 million carats of indicated resources. The February 2016 pre-feasibility study cut the value from US$233 million to US$137 million, with the base diamond price assumption lowered from about US$190 to about US$140 per carat. It showed 10.1 million carats of probable reserves.

Jay moved through approvals. In May 2016 the Northwest Territories Minister of Lands accepted the review board's recommendation to approve the environmental assessment. In June the company pushed the schedule back, with mining of Jay kimberlite by late 2022. Then, on June 23, a fire damaged the Ekati process plant. The company estimated about three months of repairs costing roughly Cdn$25 million, a very preliminary figure, and cut fiscal 2017 guidance from 5.6 to 4.7 million carats. About 330 people were temporarily laid off. How much insurance would cover was not stated.

In July 2016 the board approved developing Jay, with initial capital of US$647 million and a US$398 million value on a 100% basis. It expected to fund the project from existing cash and internal cash flow. The Toronto Stock Exchange also approved a buyback of up to 6,150,010 shares, about 10% of the public float, with 85,335,979 shares outstanding at July 6, 2016. The record does not say how many were bought.

2017: Exploration, approvals and a takeover

In May 2017 the company announced a renewed focus on exploration, with a success-based five-year budget of about C$50 million. It gave a first inferred resource for the Leslie pipe of 51 million tonnes and 16 million carats, not yet shown to be economic. A study of an underground mine below the Misery pit followed, with 8.7 million carats of probable reserve and a US$94 million initial cost. In July the Jay water licence received final approval, which the company called the final major step in Jay permitting. The land use permit status was not stated. A September study of an underground mine at Fox Deep showed a US$187 million value but rested on indicated resources only.

In September came a takeover. Two proxy advisers recommended that shareholders back a plan for Northwest Acquisitions ULC, affiliated with The Washington Companies, to buy all shares for US$14.25 in cash, following an auction process. A court approved the arrangement on September 22. The deal closed on November 1, 2017, after shareholder, Investment Canada Act and Competition Commissioner approvals. Dominion became a private company led by CEO Patrick Evans. Its New York listing was to be suspended after trading on November 1, and its Toronto listing delisted after trading on November 2.

Written from the 23 story beats below (2004 to 1 Nov 2017), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

2017

  1. 1 Nov

    The takeover closed on November 1, 2017: Northwest Acquisitions ULC, affiliated with The Washington Companies, acquired all Dominion shares for US$14.25 each in cash, after approvals from shareholders, the Investment Canada Act minister and the Competition Commissioner. Dominion becomes a private company, with Patrick Evans as CEO and a reconstituted board; the shares are to be suspended on the NYSE after trading on November 1 and delisted from the TSX after trading on November 2. This resolves the buyout thread and ends public shareholders' positions.

    business combination

  2. 22 Sept

    The Ontario Superior Court of Justice issued its final order approving the arrangement under which Northwest Acquisitions ULC (affiliated with The Washington Companies) will buy all shares for US$14.25 in cash. Closing still requires Investment Canada Act approval, other customary conditions, and a minimum company cash balance of US$150 million (if closing by November 30, 2017) or US$200 million (if later); closing is expected in the fourth quarter of calendar 2017. The filing's reference to the shareholder meeting is not itself stated here, so the vote result is not given in this text.

    business combination

  3. 8 Sept

    Two proxy advisory firms, ISS and Glass Lewis, recommended that shareholders vote for a plan under which Northwest Acquisitions ULC, an entity affiliated with The Washington Companies, would buy all Dominion shares for US$14.25 in cash. The board unanimously recommends the deal, with a shareholder vote set for September 19, 2017 (proxy deadline September 15). This is the first appearance of the takeover in this history; the filing says it follows an auction process.

    business combination

  4. 7 Sept

    A preliminary study of an underground mine below the old Fox open pit at Ekati gives an incremental after-tax value of US$187 million (company share) and a 23% return, on initial capital of US$628 million. It would extend Ekati's mine life from fiscal 2035 to fiscal 2042, but it rests on indicated resources, not reserves, so economic viability is not demonstrated. This delivers the Fox Deep PEA expected in the earlier context; a pre-feasibility study is on track for late fiscal 2018, and the filing says Misery Deep permitting began in August 2017.

    resource reserve update

  5. 7 July

    The NWT Environment and Natural Resources Minister gave final approval to the amended Ekati water licence covering Jay, and the licence is already in effect. This resolves the water licence part of the Jay permitting thread; the company calls it the final major step in Jay permitting. The filing does not mention the land use permit, so its status is not confirmed here.

    regulatory community update

  6. 23 May

    A pre-feasibility study on an underground mine below the Misery open pit at Ekati shows a first probable reserve of 1.8 million tonnes and 8.7 million carats, an incremental post-tax value of US$92 million (company share) and a 40% return, on initial capital of US$94 million. It extends Ekati's mine life from fiscal 2034 to 2035, a construction decision is expected in June 2017, and permit applications are expected in the third quarter of calendar 2017. A preliminary assessment for Fox Deep is expected in the third quarter of fiscal 2018, with a pre-feasibility study late in fiscal 2018.

    resource reserve update

  7. 19 May

    The company announced a renewed focus on exploration, with a success-based five-year budget of about C$50 million, and a first estimate for the Leslie pipe at Ekati: an inferred resource of 51 million tonnes and 16 million carats (not reserves, so economic viability is not demonstrated). A concept study on Leslie is planned for 2017, and summer 2017 work includes drilling the Kodiak pipe and at least five geophysical targets. It also states the Buffer Zone interest as 72% (the earlier context had 65.3%), and the CFO is now Matthew Quinlan, who signs the filing, and Jim Gowans is Chairman.

    drilling progress report

2016

  1. 15 July

    The Toronto Stock Exchange approved the company's plan to buy back and cancel up to 6,150,010 common shares (about 10% of the public float as of July 6, 2016) over one year, from July 20, 2016 to no later than July 19, 2017. There were 85,335,979 shares outstanding at July 6, 2016; the company says buybacks may be the best use of shareholder capital and would raise the ownership stake of remaining shareholders. The filing says the number and timing of purchases is at the company's discretion.

    security holder rights change

  2. 6 July

    The board approved developing the Jay Project after a feasibility study, resolving the earlier question of Jay development funding: the company expects to fund it from existing cash and internal cash flow. The study shows initial capital of US$647 million, a 100%-basis post-tax NPV of US$398 million and IRR of 15.6% (company-share NPV US$278 million, IRR 16.7%), versus US$610 million NPV and US$657 million capital in the January 2015 pre-feasibility study. Base diamond price is US$53 per carat, processing starts in 2022 and Ekati's life extends to 2033, though permitting is not yet complete.

    resource reserve update

  3. 5 July

    A fire on June 23 damaged the Ekati process plant. The company estimates repairs will take about three months and cost roughly Cdn$25 million (a very preliminary figure), and it has started working with insurance adjusters under a policy that includes property damage and business interruption cover. Fiscal 2017 Ekati guidance falls from 5.6 to 4.7 million carats in the operating case (3.7 to 3.9 million carats in the base case, on lower tonnes processed), mining stops at Pigeon and Lynx, about 330 people are temporarily laid off, and some sustaining capital is deferred to fiscal 2018. How much insurance will cover is not stated.

    production update

  4. 1 June

    The company says it can keep Ekati running continuously without starting major Jay construction in 2016, so it is pushing the Jay schedule back: access road in 2017, dike construction 2018-2020, pre-stripping in 2021, and mining and processing of Jay kimberlite by late 2022. The earlier plan was permitting in 2016 and mining from 2020. It cites Sable ore, deeper Koala underground mining and a lower processing throughput trial as the reasons; the feasibility study is still being finalised.

    resource reserve update

  5. 20 May

    The Northwest Territories Minister of Lands accepted the review board's recommendation to approve the Jay Project environmental assessment, subject to measures in the assessment report. This advances the regulatory approval thread from earlier filings; water licence and land use permit applications, the final environmental step, are still to be filed, and a Jay feasibility study is expected later in May.

    regulatory community update

  6. 22 Feb

    The pre-feasibility study on the Sable pipe (Core Zone, 88.9% owned), which follows the September 2015 preliminary assessment, shows 10.1 million carats of Probable Mineral Reserves, an incremental post-tax value (NPV) of US$137 million (down from US$233 million) and a 16.2% post-tax return (down from 17.3%). The base diamond price assumption was cut from about US$190 to about US$140 per carat, and initial capital is US$142 million (PEA: US$147.4 million); the company says it has contracted nearly all of the fiscal 2017 construction program and expects mining and processing by late fiscal 2019, with no stand-alone feasibility study planned.

    resource reserve update

2015

  1. 10 Sept

    A preliminary economic assessment of the Sable pipe in the Ekati Core Zone (88.9% owned) shows 11.7 million carats of Indicated Resources, an incremental post-tax NPV of US$233 million and a 17.3% post-tax IRR, developed alongside Jay. It assumes about US$147.4 million initial capital, construction starting in the first half of 2016 and mining by 2019. This is preliminary and based only on Indicated Resources, which are not proven reserves; a pre-feasibility study is being advanced and Jay still awaits regulatory approvals.

    resource reserve update

  2. 27 Jan

    A pre-feasibility study on the Jay pipe in the Ekati Buffer Zone (65.3% owned) estimates 84.6 million carats of Mineral Reserve and an after-tax NPV of US$610 million (post-tax IRR 16%), on a 100% basis. It assumes about US$657 million initial development capital, permitting in 2016, construction starting in the second half of 2016, and mining from 2020 for about 11 years beyond the current projected Ekati closure in 2020. Brendan Bell is now named Acting CEO, and Ron Cameron signs as CFO.

    resource reserve update

2013

  1. 11 Apr

    The company completed the purchase of BHP Billiton's interests in the Ekati mine and the Yellowknife and Antwerp sorting and sales facilities, paying US$553 million (US$500 million plus US$53 million of adjustments). It also posted about Cdn$127 million in letters of credit to the Government of Canada for reclamation obligations on the Core Zone; the price and letters of credit were covered from or secured by cash on hand. Ekati had about US$65 million cash and about 10 weeks of diamond inventory at closing, and a detailed Mine Plan is promised by April 24, 2013.

    business combination

  2. 1 Apr

    Now operating as Dominion Diamond Corporation (TSX/NYSE: DDC), the company said Canadian federal and Northwest Territories authorities confirmed it will receive the approvals needed to buy BHP Billiton's interests in the Ekati diamond mine and related sorting and sales facilities in Yellowknife and Antwerp. Closing is expected on or about April 10, 2013, giving it an 80% interest in Ekati alongside its 40% of Diavik. The filing does not mention the Swatch sale closing, but the new name and mining-only description suggest it completed (inference).

    business combination

  3. 14 Jan

    The company agreed to sell its luxury brand jewelry and timepiece division, Harry Winston Inc., to The Swatch Group for US$750 million plus Swatch's assumption of up to US$250 million of pro forma net debt. The 2006 buyout of the brand's minority holders and the 2004 purchase are now being reversed; the company says it will net US$750 million after repaying debt, will rename itself Dominion Diamond Corporation at closing, and will keep a relationship supplying polished diamonds to Swatch. The sale needs regulatory approvals and customary closing conditions.

    asset acquisition disposition

2010

  1. 25 Aug

    The Kinross purchase announced July 23 closed, restoring the company's Diavik Joint Venture interest to 40%. The price was US$220 million: US$50 million cash, a US$70 million promissory note at 5% maturing August 25, 2011 (repayable in cash or, subject to limits, shares), and about 7.1 million new common shares to Kinross.

    joint venture update

  2. 23 July

    The company reached an agreement in principle to buy Kinross Gold's 9% indirect interest in the Diavik Joint Venture for about US$220 million: US$50 million cash, roughly 7.1 million new common shares, and a US$70 million promissory note at 5% due 12 months after closing (repayable in cash or, subject to limits, shares). This would bring its Diavik interest back to 40%, and it is subject to definitive documents, board, third-party, regulatory and TSX approvals. Issuing new shares dilutes existing holders to some degree (inference).

    joint venture update

2006

  1. 13 Sept

    Aber agreed to buy the minority shareholders' interest in Harry Winston for about US$157 million, taking it to 100% ownership; it held about 53% after buying 51% in April 2004 for US$85 million. It will fund this from cash and an increase to its existing credit facility, and says the dividend policy is unaffected, with closing expected by end of September 2006. This brings forward a purchase option that the original agreement allowed for 2010.

    business combination

2005

  1. 28 Apr

    Aber filed its 2005 annual report and related documents: articles of continuance (July 12, 2002), the general by-law, an amended and restated credit agreement (dated March 3, 2004, amended March 11, 2005) with a bank syndicate, and CEO/CFO certifications. The report describes the 40% Diavik interest and 51% of Harry Winston (acquired 2004), says Diavik produced 7.6 million carats in the year with Aber's 40% share of diamonds sold at $252.7 million, and cites an anticipated 2006 dividend of $0.60 per share and a $290 million two-year Diavik capital program. The text provided is truncated, so further details are not covered here.

    material agreement

2004

  1. 7 Dec

    Tiffany & Co. sold its 8 million Aber shares to several financial institutions in a brokered deal led by Merrill Lynch. The diamond sales arrangements with Tiffany stay in place, but the discount to open-market prices has been cancelled, so Aber will now sell its entire 40% share of Diavik production at full market prices. Tiffany had bought the shares in a 1999 private placement that helped fund early Diavik development.

    asset acquisition disposition