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Sources say that Rio Tinto is considering an asset-for equity swap with Chinalco in order to resolve the governance gridlock.

Sources say that Rio Tinto is considering an asset-for equity swap with Chinalco in order to resolve the governance gridlock.

Rio Tinto has been exploring the possibility of an asset-for equity swap with Chinalco, which would reduce the Chinese investor's stake from 11% to 9%, allowing Rio to resume its buybacks, and pursue new deals.

Sources said that the state-owned mining giant Aluminium Corporation of China Limited would exchange a part of its holding in return for partnerships with some of Rio’s mining assets. This would end governance restrictions which have hindered the flexibility of the Anglo Australian company for more than 15 years.

The swap could enable Rio to allocate more capital and pursue mergers, acquisitions, and other strategic initiatives. This would align Rio with the broader trends in the industry, where global miners are using consolidation and new projects as a way to attract investors who focus on long-term prospects for supply.

RIO ASSETS INTERESTING CHINALCO

Beijing's expansion into the copper market is gaining attention as Western governments try to catch up to China's dominance of critical mineral supply chain.

Fourth source: The Simandou iron-ore project in Guinea is of particular interest to Chinalco, as it's already 75% Chinese owned and was the target of Chinalco’s failed 2016 purchase attempt. Also, the Oyu Tolgoi Copper Mine in Mongolia would also be of interest.

One source said that Rio's Titanium business could be a possible candidate for a swap. The company is currently undergoing restructured as part of the new chief executive Simon Trott's strategic review.

China, the top consumer and producer of titanium dioxide (used in paints, cosmetics, and military hardware) in the world, has increased its output in the last decade to dominate more than half the global market.

Chinalco declined to respond to our request for comment.

Fourth source: The swap could reduce Chinalco's share by 2 to 3 percentages points. This would allow Rio to pursue buybacks and large M&A transactions, as well as restructure capital, without diluting the largest shareholder.

GOVERNANCE CONSTRAINTS

Chinalco purchased a nearly 15% stake in Rio Tinto Plc in 2008, under Canberra's conditions, which included no increase in stake without approval, and no seat on the board. Its share in the company is approximately 11%.

Chinalco then proposed an investment of $19.5 billion to reduce Rio's debt of $39 billion, in exchange for which it would receive minority stakes in the global portfolio. Other shareholders and regulators blocked the deal over concerns that China would control strategic assets.

Today, activists are pushing Rio to drop its dual Anglo/Australian listing. They argue that this creates conflicts of governance between UK and Australian investors, and complicates the mergers with firms in states which have restrictions on strategic ownership by Chinese companies.

Update on RIO Reorganization is expected soon

Trott is pushing for tighter control of costs across the group.

After taking over the presidency on August 25, he announced that Rio would reduce its business structure from four to three core units, focusing on profitable assets.

Two sources have said that a further update regarding the reorganisation may come in the next two to three weeks, before Rio's Investor Day scheduled for December 4.

Two sources say that Trott, in addition to reviewing Rio's borates and iron businesses, is also considering divestments. This includes pausing the early work on the Jadar lithium project, which is located in Serbia. Environmental groups have opposed the project for years, despite it being deemed strategic by the European Union.

The sources stated that no further cuts are expected to the leadership team of Rio after Trott reduced its executive committee from 11 to nine members. One source said that the number of managing director is likely to decrease, as each will be asked to outline their department's cost-cutting measures rather than meeting a company-wide fixed target. (Reporting from Clara Denina Melanie Burton Ernest Scheyder. Amy Lv contributed additional reporting. Mark Potter and Veronica Brown edited the article.

(source: Reuters)