e425
Filed by Inco Limited
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Falconbridge Limited
Commission File No. 1-11284
Inco Limited Commission File No. 1-1143
Inco Limited
Second Quarter 2006 Results Conference Call
8:30 a.m., July 19, 2006
(Thomson Event Transcript)
Operator:
Sandra Scott:
(CALL IN PROGRESS) in this presentation with the SEC and on SEDAR in Canada. And todays press
release and other filings with the SEC and on a SEDAR contains additional information on material
facts, risks and assumptions that could cause results to differ materially from our forward-looking
information or statements, and were used in developing our forecast or projections. Now I will turn
the call over to Scott Hand.
Scott Hand:
Thanks, Sandra. Today we will address Incos great prospects and we will also talk about our great
offer for Falconbridge. The powerful combination of a very strong nickel market, low cost Voiseys
Bay feed milling moving fully through our operations in the second half and expected record nickel
production should propel us to a very strong finish for the year 2006. Peter Goudie will explain
why we believe the nickel market is staying as hot and you may know China announced their
industrial production figure just this week and is at 19.5%, up 2 percentage points from where it
was before. With that in mind, I will highlight five key areas. The first is Q2 results. Adjusted
net earnings were $400 million, or $1.79 per share on a diluted basis, and that is 7% above the
First Call consensus of $1.68 a share, double our Q1 earnings of $0.90 a share and 66% higher than
Q2 2005 earnings of $1.08 per share. We have posted our highest ever quarterly net earnings. In
addition, we achieved another quarter of consistent and reliable production. We met or exceeded our
June Q2 guidance for nickel and PGM production as well as for the price premium for our nickel
products. Unit cash cost after byproduct credits were slightly above our June 2006 guidance of
$1.00 to $1.95 a pound. That was largely due to higher costs for purchase nickel intermediates,
which are related at the LME price and a strong Canadian dollar. However, cash unit cash costs
were 20% below first quarter costs and 26% lower than the same quarter last year. We believe that
Inco is the only publicly traded mining company whose costs will fall this year, an absolute term
despite challenging oil prices and currency levels. And given our first-half results for 2006, we
expect to meet or beat our June nickel, copper, and PGM production unit cash cost and premium
guidance. Voiseys Bay will be fully ramped up, meaning higher second-half output and cash flow and
lower second half costs. With high nickel and copper prices in the mix, we will produce a very
strong finish for the year 2006. Second, I will turn to our Goro project in New Caledonia. In early
April, as many of you are aware, there were extensive vandalism and blockades of access roads in
Goro. The construction site was shut down for three weeks, and we began a gradual restart of the
project in late April. Construction activity is now generally back to normal, with about 2200
people working on the site daily. The cost and schedule impacts of recent events are still being
assessed. We are also looking at other costs and scheduling pressures that Goro has faced, such as
price hikes for fuel, construction materials, and additional items that are affecting resource
projects worldwide. Minor scope changes identified during the engineering and procurement which
will improve the projects performance and reliability and, finally, regulatory compliance costs.
With the April disruptions and also about five month delay in getting key work underway at the site
last year when we began major construction, we had to resolve certain building and permit-related
issues prior to beginning major construction and, as a result of those, we see startup of the Goro
project delayed into the year 2008. Our CapEx estimate for the mine process line and infrastructure
was at the upper end of the $1,878,000,000 plus 15% cost range or about $2,150,000,000. We are now
reviewing this number in the light of the longer schedule and the other factors that I have outlined, and we should be ready in September or October
to announce a revised capital cost estimate and an updated schedule. By then, engineering will be
largely completed, all major construction contracts will be awarded. Construction performance data
will be available, and a full analysis of costs related to the April disruptions will be done, and
we will be completing work on a submission for a new operating permit. In taking al
l these factors
into account, we believe that the CapEx for the project will exceed our previous
forecast of $2.15 billion. However, as we look at the potential range of capital cost and scenarios and consider
Incos medium and long-term commodity price assumptions, we continue to anticipate that Goro will
provide an acceptable return. The biggest challenge in our industry today is developing new
capacity to meet the continuing, growing world demand for nickel. With Voiseys Bay now fully
onstream, the only significant new capacity scheduled to come onstream over the next few years are
the BHP Ravens project in Western Australia, the new nickel project being developed by CVRD in
Brazil, and Goro in New Caledonia. A lot of projects are being talked about and a number of
feasibility studies have been done or underway, but the problem is that when the capital costs are
seen, potential projects see capital costs sticker shock, and we believe that for potential new
nickel projects not now being built, you need a minimum long-term nickel price of $4.50 a pound and
more likely moving to $5.00 a pound to get a cost of capital rate of return. And viewed in this
context, our project at Goro is one of the few nickel projects around the world that yields an
attractive return at our long-term nickel prices. We continue to make progress on the community
front in New Caledonia. The South Province, a number of Melanesian leaders and other important New
Caledonia stakeholders are participating with us in a roundtable to deal with their project-related
concerns. We are in direct communication with the people and leaders in the communities around our
project, and were putting together an advisory board to help us guide to help guide us in our
dealings with the communities. We are hopeful that we can better engage our neighbors to ensure a
project that will address any apprehension regarding environmental matters and provide long-term
benefits to the people of New Caledonia, and we are committed to this outcome. The Goro project has
had its challenges like many resource projects around the world. Goro is a great and long-term ore
body that will deliver low-cost nickel for years to come and secure our position in the
fast-growing markets of Asia. It will be a great and valuable asset to Inco for a long, long time
to come. Turning to our existing operations, my third area of focus, weve reached a collective
agreement at the end of May 2006 covering about 3100 unionized workers in the Sudbury area in Port
Colborne. The agreement is fair to employees while insuring that our business can be efficient and
competitive in world markets, and were now negotiating the first collective agreement with United
Steelworkers, covering our employees at Voiseys Bay and Labrador. Our financial position remains
very good, and we are generating strong cash flows. Bob Davies, our CFO, will speak about this. And
the first and last area that I will highlight is our offer for Falconbridge. This week Inco and
Phelps Dodge made a very competitive and superior offer to Falconbridge shareholders. C$18.50 in
cash, plus 0.55676 shares of Inco for each share of Falconbridge. We are ready, we are able, and we
are willing to complete this offer by July 27th, which is a pivotal date and we have reduced the
minimum tender condition from 66.2/3 to 50.01%. I am very encouraged by the support that Phelps
Dodge has shown by increasing its offer for Inco to C$20.25 in cash, plus 0.672 shares of Phelps
Dodge for each Inco share and demonstrating its firm commitment to our joint vision of the future.
Under our enhanced friendly three-way agreement, the implied look through value of Incos offer,
plus the $0.75 special dividend from Falconbridge is C$63.37, based on the July 18th closing for
Phelps Dodge. I see that Xstrata today has announced an increase in their bid to $63.25 a share.
That includes, I believe, the special dividend with an August 14th take-up date, after they finally
received investment candidat
e approval and another shareholder approval by the Xstrata
shareholders. One point to note, remember that the Falconbridge shareholder rights plan falls away
on the 28th of July. Quite clearly Xstrata, with their increase in their bid, seized a great future
for metals prices and the metals markets, just as we have with our increased bid. Our bid remains
very competitive and shareholders of Falconbridge have to make a choice. They can take the cash and
leave the future benefits of participating in the great future of Phelps Dodge Inco and go to
Xstrata; or they can join with us in creating the new Phelps Dodge Inco, which will be the worlds
leader in nickel and the largest publicly traded copper company in the world and participating in
all the synergies and benefits in Sudbury and elsewhere in Canada and in South America, which the
three companies will realize. And they will get $18.50 cash and $0.75 in the offer for Falconbridge
and, overall, with the new Phelps Dodge Inco, over $30 in cash, a great deal, I think. So we are
here now. We have all the approvals. We can take up the Falconbridge shares on July 27th, and after
July 27th Falconbridge shareholders will put in their faith into the hands of Xstrata. So its up
to the Falconbridge shareholders. Dont wait. Join with us. You will receive upfront cash and a
growing investment in one of the best mining and metal companies in the world,
Phelps Dodge Inco. I urge you to join with us. Come on the bandwagon and join the great Phelps
Dodge Inco. With that, I will turn the session over to Bob Davies.
Bob Davies:
Thank you, Scott. Our adjusted net earnings for the quarter were $400 million, or $1.79 per share
diluted, and that compares to $241 million, or $1.08 per share diluted for the second quarter of
2005. The key differences year-over-year were higher deliveries for nickel and copper and higher
average realized selling prices for nickel, copper, and PGMs, which was partially offset by
stronger Canadian dollar and increased energy prices, which negatively affected our costs. On our
June 22nd call, we told you about the potential shipment late in the second quarter of copper
concentrated from Voiseys Bay. Our second quarter result does not include the sale of about 33,000
wet metric tons of Voiseys Bay copper concentrate, accumulated during the winter that was
scheduled to be shipped at the end of June, but was not moved until early July. And that was due to
the late arrival of the vessel at Edwards Cove. If these plan sales were reflected in our results
for the second quarter of 2006, net earnings would have arisen by $0.08 per share diluted and the
nickel unit cash cost of sales after byproduct credits would have fallen by about $0.29 a share.
Along with the July shipment, we have scheduled a similar size shipment for September. All told in
the third quarter, we expect to record sales of 50 million pounds of copper, representing about
eight months of Voiseys Bay copper production. GAAP net earnings for the quarter were $472
million. The reconciling items to Canadian GAAP earnings were $0.62 for net income tax benefits,
and that is related primarily to changes in tax rates as a result of Canadian and Manitoba budgets,
and a $0.20 a share for unrealized gains on the currency derivative contracts partly offset by
$0.33 of currency translation adjustments, as well as smaller amounts for Goro disruption and our
takeover-related costs. Inco-source and tolled nickel deliveries were up 14% to 140 million pounds
due to strong demand and higher production levels. The Inco premium was $0.08 a pound, the same as
in the second quarter of 05. The 2006 second quarter LME cash nickel price averaged $9.09 a pound,
up 22% from the $7.44 during the second quarter of 2005. A reminder, our results are strongly
leveraged to key commodity prices and currencies. The LME cash copper price averaged $3.29 a pound
during the quarter, up from $1.54 a pound in the second quarter of 2005. Our selling price was
$3.26 a pound since the sale of 17.2 million pounds of copper covered by derivatives fixed the
maximum price realization to us at $1.54. Partially offsetting those hedging losses were favorable
price adjustments related to prior month sales. A reminder, we have no copper hedges in place for
the second half of the 2006, so the elimination of this hedge book is expected to reduce our cash
cost of sales in the second half. On the screen, you can see the balance of our commodity hedges
for 2006. Our adjusted second quarter effective tax rate was about 37%, in line with our guidance.
We are comfortable with the First Call consensus of 16 analysts for the full-year 2006 adjusted net
earnings which is a mean of $5.34 a share. That is based on a nickel price of $7.62 and copper
price of $2.58 for the year. Those prices are well below the year-to-date average and well below,
of course, well below current prices. The year-to-date average nickel price is about $8.12 a pound,
and nickel was trading yesterday at about $12.70 a pound. In the year-to-date average copper price
is $2.79 a pound, and copper was trading yesterday at about $3.65 a pound. At the year-to-date
average nickel and copper prices and using our first-half results and guidance on production, costs
and premiums for the balance of the year our 2006 EPS would be over $6.05 a share. In the 2006
second quarter, we generated $582 million of cash from operations before a working capital
increased $265 million. Our cash position was $690 million dollars at June 30th. Our
debt-to-capitalization ratio was 25% at the end of the quarter, compared with 28% at the end of
05, giving us the financial strength needed to continue to grow the business. At the First Call
consensus 2006 mean LME cash nickel price of $6.72 a pound, and
cash copper price of $2.58 dollars
a pound, we should generate about $1.8 billion of cash flow from operations this year. That is
before changes in working capital and CapEx. We have 225 million diluted shares. At the
year-to-date nickel price of $8.12 a pound and $2.79 a pound for copper, we should generate about
$1.955 billion of cash. On a full year basis, every $0.10 per year increase in the nickel price,
holding all other factors constant, raises the 2006 cash flow from operations by $27 million, and
every $0.10 per year increase in the copper price raises cash flow by a further $12 million.
Capital expenditures for the second quarter were $343 million, about $64 million more than in 2005.
Increases reflected higher spending on Goro and partly offset by lower costs for Voiseys Bay. The
total CapEx should be $1.82 billion this year, and that is before partner and government funding.
Sustaining CapEx will be about $315 million of that total. Depreciation and amortization should be
$455 million this year and about $510 million in 2007. Net CapEx funding needs will be about $1.5
billion after the Girardin Act tax investor financing for Goro; contributions from our Goro
partners and the government support for Voiseys Bay. CapEx funding requirements should decrease in
future years. Now Mark Cutifani will review Incos operations.
Mark Cutifani:
Thanks, Bob. During the second quarter, our operating performance was solid. We look for further
improvement looking forward. Our Q2 nickel unit cash cost of sales after byproduct credits was
$2.08 a pound. That was $0.73 below the 2005 Q2 to the higher byproduct prices and increased nickel
production, partly offset by higher cost for energy, supplies, and services, and a stronger
Canadian dollar. Nickel unit cash cost of sales for processing our own mind production was a very
pleasing $1.55 a pound. In the second half of 2006, with the Voiseys Bays pipeline call, our
overall unit nickel unit cash cost of sales after byproduct credits should be $1.50 to $1.55 a
pound, using a price of $3.00 a pound for copper. Our second half 2006 cash costs are very levered
to copper prices. For every $0.10 a pound increase in the price of copper, our second half unit
cash cost should drop by around $0.07 a pound, or $0.07 a pound. For the full year at consensus
commodity price assumptions, we expect nickel unit cash cost of sales after byproduct credits to
average $2.00 to $2.05 per pound, and for processing our own mind output about $1.70 to $1.75 a
pound. The increase above this quarter reflects a lower byproduct credit and lower production from
Ontario following the July planned maintenance work. In a period when everyone in the mining
industry is facing increased costs for energy, supplies and other imports, Incos cost are going
down. We are delivering on our strategy to bring our new low-cost capacity to improve our business
and to improve our operating position. During Q2 2006, we have produced 140 million pounds of
nickel, including 6 million pounds of tolled material. This represents an increase of 26% on Q2
2005, due to increased production of Sudbury and increased finished nickel from PTI Inco source
production, in addition to the tolled production from our mines. Ontarios nickel output was 64
million pounds, 20 million pounds above last years Q2, which was negatively affected by a major
maintenance shutdown. As well as our high-grade Voiseys Bay source material, we had very good
performance from our nickel refineries in Sudbury and Clydach. Currently, a three-week planned
maintenance shutdown is underway in Ontario, and work is progressing to schedule. In Sudbury,
nickel copper separation should capture 30% of copper input as of Q4, rising nickel capacity
through the Sudbury smelter. In addition, our converter upgrade will cut sulfur omissions and help
us and help us raise processing rights by a further 2%. The converter, our new oxygen plant, and
the fluid bed roster installation will improve the reliability of our operations which has been
another key claim to our business improvement program. Ontarios output for the full year is
expected to be 258 million pounds, including input from Voiseys Bay and external feeds. Sudburys
finished nickel output is on course to be its highest in 25 years, and with substantially lower
workforce numbers will represent another productivity milestone for the operation. We have produced
39 million pounds of finished nickel from PT Inco matte in the quarter. This is above Q2 05 due to
a scheduled maintenance shutdown at our Japanese refinery last year. During the quarter we
experienced a fire in the transformer for one of our four furnaces. While the incident is covered
by insurance, it is not expected that lost production can be soon recovered in the second half of
the year. As a consequence, PT Inco has reduced its 2006 production forecast from 167 million
pounds to 158 to 159 million pounds of nickel-in-matte. We continue to work with the Indonesian
government to complete the amendments to the forestry permit received during the last quarter of
2005. Once we get the amended permit, we expect to begin major construction of the third
hydroelectric power facility at Karebbe, which would allow us to rate raise PT Incos nameplate
capacity to 200 million pounds by 2009. Manitobas 31 million pounds of production for the second
quarter was in line with Q2 05. For the first time we will operate for an entire year without
shutting down our processing facilities during the third quarter. We are now substantially
operating with a single furnace. While we are coping the second furnace online for consistency, we
are also reviewing additional feed
options. We are still on track to deliver a record 120 million
pounds in 2006 which includes material from Voiseys Bay and external sources. During the quarter
we have produced 30 million pounds of nickel in concentrate at Voiseys Bay. The Voiseys Bays
mill commission was a very successful and we ran up to 80% capacity in less than three months. We
currently expect output of about 120 million pounds of low-cost high-grade nickel in concentrate.
During 2006 we will process about 83 million pounds of that production into finished nickel between
Sudbury and our Thompson operations. Voiseys Bays contribution will improve second-half output
and cash flow. For the consolidated operations we currently expect to produce 300 million pounds of
nickel in the second half, compared with 275 million pounds in the first half of 2006. We also
expect to produce 185 million pounds, or 54% of our copper output, in the second half and with
mining sequencing 57% of our PGM output should also be produced in this period. For Inco as a
whole, we expect 2 - 3 production of 135 to 140 million pounds of nickel, including 10 to 15
million pounds of total material. Our 2006 production forecast remains at 575 million pounds of
nickel, 38 million including 38 million pounds of total material. We made 70 million pounds of
copper in Q2, below our February guidance, due to operational issues with the old oxygen plants and
the acid plant in Sudbury. We have successfully commissioned the new oxygen plant and the acid
plant issues have been addressed in the current shutdown in Sudbury. We also saw lower reported copper concentrate
output at Voiseys Bay. We should produce 76 million pounds of copper in Q3, including 17 million
pounds of copper from Voiseys Bays concentrate. Our 2006 target is 340 million pounds, with a 65
million pound contribution from Voiseys Bay. PGM output was in Q2 was 84,000 ounces, in line with
our guidance, but below the 155,000 ounces produced in Q2 05. We should produce around 80,000
ounces of PGM in Q3. We forecast full-year PGM production still at 400,000 ounces, again as a
consequence of changed sequencing. Ill now hand across to Peter Goudie whos going to update you
on the nickel market.
Peter Goudie:
Thanks, Mark. I will keep my comments fairly short this morning because our view of the nickel
market has not really changed since our conference call on June 22nd. The nickel market has
tightened even further just in the last few weeks as can be clearly seen from the significant
drawdown of LME stocks, down almost 3000 tons just last week. The LME stocks this morning, less the
cancelled warrants, are running 2676 tons which represents about 17 hours of a world consumption.
And it is this supply and inventory situation that I will focus my short presentation on today
because it is the key to understanding this market. Since I spoke to you on June 22nd, nickel
stocks have decreased as of yesterday by 45%, and nickel prices have increased by 35%. On July 18th
the LME nickel cash price was 28,100 per ton. The July market to date price is $26,553 per ton,
compared to the Q2 average LME of $20,036. It is not only the inventories on the LME that are
decreasing quickly. We observed a shortage throughout the supply chain. Consumers do not want to
hold nickel inventories at these high prices and this level of price volatility. We know other
producers must be short of product from the inquiries we are getting from their customers. The
world production of nickel continues to fall short of expectations. The shortage of available
material has caused the backwardation to widen. On July 18th, the three months to cash
backwardation was $2600 per ton. This high backwardation and the normal annual resumption of nickel
shipments from the Russian port of Dudinka may well result in some new nickel coming onto the LME
inventories in the coming weeks. But do not confuse this with a weakening in the market. It is not.
It will be a temporary situation. As we have said consistently, this nickel market is fundamentally
very strong. On June 22nd we covered our top 10 reasons why the second half of 2006 would be strong
and not the repeat of the weakness seen in 2005. Not only do we continue to believe in these ten
reasons, in some areas there is the further data to strengthen our view. Nickel inventories are
even lower, as already mentioned. Incos inventory is 3840 tons below our ten-year average for end
of the second quarter. We are unable to accept all orders for nickel from our customers.
Stainless-steel stocks continue to be lower. The U.S. stainless service center shipments surged to
a record level in May of 204,000 tons from 170,000 tons in April. May inventories represented only
3.26 months shipments, down from 4.95 months shipment in May last year, and the lowest ratio since
1998. Stainless-steel inventories remain low in Japan, based on the latest data for April of 1.0
months of sales. The story is similar in other places. There has been a sharp recovery in stainless
production from Q4 2005, with output rising in four areas. We have increased again our
stainless-steel production growth forecast to 10.1% in 2006. The Chinese mill output continues to
increase with many outputs up 36% year-over-year and year-to-date up 28%. Our deficit forecast for
2006 is still 30,000 tons. The deficit cannot get much bigger. As effectively all of available
nickel will be utilized. Prices will have to stay high to keep demand in line with available
supply. After 2006, there will be lower nickel inventories and a supply growth will be limited.
Therefore, demand growth will be restricted by supply. 2006 is the tightest nickel market we have
ever seen. It is the result of the lack of new major nickel projects for a number of years. We are
expecting exciting growth in nickel demand especially in China with India to follow, at above-trend
industrial production growth forecast, but there is not enough new supply starting up. Demand is
expected to continue to outstrip supply, resulting in tight nickel markets over the next several
years. The final two quarters of 2006 will be the most interesting quarte
rs that the nickel market
has ever seen. Consumers continue to ask for nickel that the industry has difficulty supplying.
Demand remains strong and incremental supply is not going to materialize. With that, I will hand it
back to Scott Hand.
Scott Hand:
Would do you say in Australia? Thanks, mate?
Peter Goudie:
Thanks, mate; thats pretty good.
Scott Hand:
I will summarize a few highlights. We delivered great earnings this quarter, and with a strong
nickel market and Voiseys Bay feed fully in the system, the second half of 2006 looks very good,
indeed. Weve met or exceeded our targets for nickel and PGM production and price premiums, and our
operations had an excellent quarter, and we are striving to produce every pound of nickel that we
can to meet that great demand out there. Construction activity is back to normal at Goro. Later
this quarter or early next quarter, we expect to announce an updated CapEx figure and a revised
schedule. Voiseys Bay, Goro and PT Inco expansion will significantly raise our low-cost production
and increase Incos earnings and cash flow. And you just heard from Peter Goudie the fundamentals
for the nickel market continue to be very strong. I would say [stainless hot]. Our financial
position is robust, and our cash generation this year is very impressive. Finally, we are looking
at a great future based on our three-way combination with Phelps Dodge and Falconbridge. Phelps
Dodge will be Phelps Dodge Inco will be the world leader in nickel and the largest publicly
traded copper company in the world with all of the resources necessary to grow and deliver
excellent value to our shareholders. So I urge Falconbridge shareholders to join with us by July
27. You get $18.50 in cash now and a $0.75 special Falconbridge dividend now, and over $30 cash
overall. And as you heard from Peter Goudie talk about the nickel market, and he has been
consistently right in saying where nickel will go, and that is up. So the opportunity by joining
with us to be part of one of the greatest mining and metals companies in the world in very strong
nickel and copper markets that is Phelps Dodge Inco join with us. Thanks, and we will take
your questions.
Operator:
(OPERATOR INSTRUCTIONS). Onno Rutten, Scotia Capital.
Onno Rutten:
Mark, a question with regards to the production guidance. The production guidance for Inco as a
whole was increased by 10 million pounds several weeks ago, despite the fire at PT Inco. Would you
highlight where the relative production increases are being seen?
Mark Cutifani:
Yes, Onno, two areas. Firstly, our mines are continuing to do very well, and so we will be doing a
little better out of Sudbury. And also we will do a little bit better on the toll production as a
consequence of going so well in our Ontario operations. And we are forecasting a very strong second
half, and in fact with our mines during the shutdown at the moment, three of the mines have come up
three days early and are already producing. So we have got a very good start.
Onno Rutten:
Okay, very good. Then one question with regards to lowering the minimum tender condition earlier
this week. What or how would you envisage the servicing of the debt requirements which in your
latest disclosure were estimated at $2.1 billion a year; if you would get more than 50% but less
than two-thirds of the Falconbridge shared standard?
Scott Hand:
Its Scott. We lowered the minimum tender to enhance the chances of having people join us and go
forward. We think that if we get something higher than 50% and lower than 66 2/3, we will be over
it pretty quickly, but we have looked at the financial impact and we can handle it. Maybe Bob
Davies wants to talk about that.
Bob Davies:
Sure. We looked very hard at our capacity to live in the box where we owned less than 66 2/3 of
Falconbridge, and we ran that at some pretty extreme stress cases and we are comfortable that we
can deal in that situation.
Onno Rutten:
Very well. Thank you.
Operator:
Tony Rizzuto, Bear Stearns.
Tony Rizzuto:
Thank you very much. Congratulations on the strong result. In light of the new development on the
M&A front this morning, if the three-way merger with Falconbridge does not come about, could you
address the synergies that might be attainable in a merger with Phelps Dodge?
Scott Hand:
Well, Tony, I think you asked that question of Steve Whisler earlier this week. I believe the
number in the proxy statement draft file with the SEC is around 200 to $250 million. Clearly, we if
we get to that and I dont expect that we will because were going to put together the Phelps
Dodge Inco three-way but clearly we would be looking at ways to enhance that number going
forward. But at this point, I believe the number is and we will look at it going forward if we ever
get there and I dont expect that we will we will look at that number.
Tony Rizzuto:
Do you guys have a production forecast right now for 07 on the nickel side?
Scott Hand:
No, we dont. All I can say is I think it will be higher.
Tony Rizzuto:
Thanks, Scott.
Operator:
John Tumazos, Prudential.
John Tumazos:
A number of questions. First, in terms of the 100 million pound 2009 increase in the combined
nickel and combined copper outputs of Inco and Falconbridge at Sudbury, for how many years is that
sustainable?
Scott Hand:
John, it builds up. I think it starts out at lower numbers and it builds up to around those 100
million pound copper nickel figures, and also 110,000 ounces of PGMs around 2009, I believe is
that correct about 2009? Where we go beyond that will depend on the mine development, but our
objective would be to sustain that. The great value of this combination of the two is the great
resources of Inco, very good resources of Falconbridge with Nickel Rim South and Raglan which will
grow, but it is fully utilizing those facilities, but the great mines that Inco has. So our
objective would be to get to that level and sustain it. I believe that the number we showed may be
a little bit lower in 2010 at this point, but very minimal, but the objective would be to sustain
it. Of course, in that number, John, remember that only assumes I think 30% to 40% copper nickel
separation. It does not assume that we are able to go to a higher level of nickel copper separation
where we go to 80% or that level, I think, Mark Cutifani. And when you do that, what does that
mean? That means you take our more copper at our Clarabell Mill. You send that additional copper to
the Falconbridge facilities. You run more nickel through our smelter and, therefore, you get
production higher than those levels. And as you can hear from Peter Goudie, we need that nickel
given the fact that no new capacity is coming on.
John Tumazos:
Id like to ask another question. Some of the Falconbridge projects are partly defined or partly
engineered, such as Koniambo and Kabanga, El Pachon, Frieda River. What assumptions have you made
concerning those projects, or is your acquisition analysis very concentrated on the Sudbury
synergies?
Scott Hand:
The analysis that we have made right now really is that the businesses as they exist today are
providing the returns that they offer into the future. Therefore, when you look at things like
Koniambo, Kabanga, El Pachon, El Moro, etc., and, of course, remember Safford, Phelps Dodge in
Arizona, those are icing on the cake in terms of better returns going forward and of course you
have got a company of that size that has the financial muscle to be able to develop those projects. That
is more benefit going forward.
Operator:
Nawojka Wachowiak, HSBC.
Nawojka Wachowiak:
Good morning, I just wanted to turn to Goro for a minute. There was some reference in your press
release about the operating permit being revoked. I was just wondering whether you can walk us
through the process and milestones that we should be looking for and the permitting process for
Goro. Also you mentioned some minor changes in scope for the project; if you can just walk us
through that, that would be great. Thank you.
Scott Hand:
On the operating permit, when we substantially changed the configuration of the plant, reduce the
size by about 50% and made some other changes, that necessitated either an amended operating permit
or a new operating permit. So we had already indicated and agreed with the South Province of New
Caledonia that we would get a new operating permit. At the same time, an administrative ruling said
some of the procedures were not followed and, therefore, the permit was canceled. We have that on
appeal because we dont think that was the correct decision, but leaving that aside, with the
project configuration change we had to go for a new operating permit, anyway. It is quite normal in
the French and New Caledonia system to not have the operating permit until you start up, and that
wouldnt be, as I said, until early 2008. We have all the construction permits and everything
required to build the plant. My guess is we wouldnt receive the operating permit Ryan, youre
on the line there from, I think, Brisbane by the end of 2007. But we are quite confident that we
will get it. Well get it in an acceptable form. But we have to go through another process as we
did for the first operating permit and we will do so. So we expected that we would have to do with
the project configuration change, and we are doing that. As to the process changes, I really cant
maybe Ron can elaborate on that. Theyre really pretty minor. Its not the amount of capital
for these process changes is not made big, but anytime you get the opportunity to improve the
operation as you go through the engineering and learn more, you should do it when youre building
it, rather than later. And, of course, that is what we are doing. But maybe Ron Aelick, if youd
like to elaborate on what I have said.
Ron Aelick:
Thank you, Scott. Two comments on the operating permit. I would just mention that there was a
normal two-year life of that permit and it would expire in October of 06, at any rate. So we had
previously started the process for a new operating permit and we will work our way through that. In
terms of the scope changes, as Scott identified, they are relatively minor. An example of that was
some work that we did on acid plants debottlenecking and we spent quite a bit of time looking at
that process. We found with some minor changes, we could significantly enhance the performance of
the acid plant. We also converted from kerosene to LPG in terms of direct heat for the autoclaves.
When we looked at that process for relatively low-cost, we build in some reliability. So those are
the types of scope changes. In the overall scope of the project, they are relatively minor.
Scott Hand:
Does that help you, Avoyka?
Nawojka Wachowiak:
Thats great. If I could just follow up with one thing. Do any of these changes potentially
increase the rate at which you can ramp up the project or are we still looking at fairly low ramp
up?
Scott Hand:
Ill leave that to Ron Aelick.
Ron Aelick:
We have not changed the ramp-up schedule. What were looking at is what do we do to maintain
reliability and create potential as we go forward but at this stage we have not looked at changing
the ramp up schedule at all, so no change at this point.
Operator:
John Hill, Citigroup.
John Hill:
Good morning. I guess we really on this end cant ask about the transactions, but I was curious
also on Goro, following up on Nawojkas questions. What is the status of the power plant right now?
The early indications were that it has not been affected by the local incidents. Can you update us
on how that power plant is and its importance to the next step of the project?
Scott Hand:
Ron Aelick, do you want to comment on that?
Ron Aelick:
Yes, the Prony Energy facility was impacted because it is within the bounds of the plant site, so
it was impacted with the disruptions in terms of our inability to access the site for the three
weeks that Scott talked about in the presentation. They have been ramping up slowly as have we.
Having said that, they are moving along quite effectively. Their schedule will be impacted. They
havent defined definitively how much it will be impacted, but we believe it will be impacted
slightly. But it will match essentially what is happening with the larger project. The delays are
not significant. Construction on site is progressing very well. It is the largest visible component
on site now at the facility, and that will change soon as we start to move modules. Modules will
start to arrive in the first week of August, and we have got the first structural steelwork
starting to take place over the last couple of weeks on the Overland conveyor. So the combination
of issues and items that are needed to feed the Prony Energy facility are underway and are on the
critical path associated with providing the materials and the resources, both water, managing their
wastewater and providing coal, for example. So all of that is traveling along quite nicely.
John Hill:
Great. And just to follow up on Goro. I mean there was a Wall Street Journal article last week that
appeared to be very one-sided in terms of the characterization of the disposition and sentiment
locally towards the project, and I was just wondering if you had any observations on that?
Scott Hand:
I dont know that I would comment directly on the journalistic comments, but what I would say is
that the vast majority of people in New Caledonia support the project. We have had some
difficulties with a small cohort, Rheebu Nuu, and a group that has created some issues for us, but
more than 2000 people, local New Caledonians, are working on the project, 2000 of the 2200. About
85% of those are New Caledonians. We are continuing to engage in dialogue and want to do so in a
constructive manner. The government and people of New Caledonia see real benefit. The roundtable
process thats been launched has opened some dialogue and there is in agreement to continue to look
for ways to continue the discussions and find solutions that meet the needs of the stakeholders,
both the NGO groups, the local communities. We are here to be in business for a long-term. We have
got a fabulous resource, if you look at the reserve resource base. We enjoy the support of a large
component of the communities here and the characterization that were put in the Wall Street
Journal, in some cases I think they were a little bit extreme and not completely representative of
the environment in New Caledonia. I think this was Scott Hand.
John Hill:
Thanks, Scott. Thanks, Ron.
Operator:
Kerry Smith, Haywood Securities.
Kerry Smith:
Thanks, operator. Scott, could you just provide a little bit more color on the union negotiations
at Voiseys Bay? When they started, how theyre going? Have there been any sort of demands from the
union or issues that they have raised that might be an issue for you on a go-forward basis?
Scott Hand:
I will turn it over to Mark Cutifani to respond to that. All I would say is that this is the first
contract for Voiseys Bay. Labrador, I am referring now down in Argentia. When you do a new
contract, it takes time because it is the first contract. We are always looking to do the right
thing as we always do, fair compensation and a competitive operation, but, Mark, maybe you want to
give some more details on that.
Mark Cutifani:
Thanks for the question. I would characterize the discussions as being cordial with the usual
moments of tension. We had some early discussions on a couple of strategic issues that were both
important for ourselves and the union, and we sorted through those and came up with resolutions. We
are hitting the negotiations probably the final stretch over the next couple of weeks, and again we
are in dialogue. The range of outcomes are, as you would expect, given the nature of operations in
those areas and compared to our peers. So we think it is an engaged conversation. Its getting a
little tougher as you get closer to the end, but all of these go those ways. So I wouldnt
characterize them as anything less or more than you would expect.
Kerry Smith:
But you are expecting in the, say, three weeks that you would either reach an agreement or reach an
impasse? Is that your expectation that, Mark?
Mark Cutifani:
I would think so, yes.
Kerry Smith:
And, Mark, maybe while I have got you on the line, just on the Voiseys Bays shipments in Q3, you
said on the call that youd have 50 million pounds of copper that would be shipped into Q3, and
what with the nickel shipments be like in Q3?
Mark Cutifani:
I didnt catch the last part of your question.
Kerry Smith:
I was wondering what the nickel shipments would be in Q3 from Voiseys Bay. You provided the 50
million pounds of copper, which is some back shipments, but what would the nickel shipments be
like?
Mark Cutifani:
Well, let me talk about the second half in total for shipments. We have about 88 million pounds of
Voiseys Bay nickel scheduled for shipment this year, with only about 15 million pounds of that in
the first half of the year. So we have got a very large component of the VBN nickel to be shipped
in the second half of the year. I would expect that to be split fairly evenly over the two
quarters.
Kerry Smith:
Sorry, just to make sure I heard that correctly. There was 88 million pounds to be shipped and you
have shipped 15 in the first half and the rest would be evenly split.
Mark Cutifani:
That is correct, yes.
Kerry Smith:
Okay. Great. And just a general question for you, Bob, or for Scott. Do have any intention to put
any sort of copper hedging in place in the current market?
Scott Hand:
We have no intention to hedge copper at this time or nickel, for that matter. We will not hedge
nickel, and we have no intention to hedge copper.
Kerry Smith:
I knew you wouldnt hedge the nickel. I was just wondering about the copper. And just a
Scott Hand:
I think its pretty clear that either way we go, since this is a nickel copper company or copper
nickel company. You can call what you want, but those are the two main metals, and we wouldnt be
hedging either one of them.
Kerry Smith:
And just one last question for Peter. Peter, are you surprised that the current spot nickel price
level and do you see much influence in the market today by speculators?
Peter Goudie:
As far as where the price got to, if you recall, on June 22nd when the price was about $20,700, I
indicated then that I believed the price had to go up again. The same as back in April conference
call when the price was $17,000, I said very clearly and very strongly the price had to go up.
Were in a discovery process. As I have said, there is not sufficient nickel to meet demand. So we
really are in a discovery process of finding out what price levels are required to pull demand in
line with available supply. As we go to each (technical difficulty), we certainly get a point where
the market becomes uncomfortable and pulls back from that. We have seen that again, and we saw it
70,000. We saw it about 22,000. Now we are seeing it again about the 27,000 and 28,000. The market
will pull back. Anybody who has long positions has to be very carefully about taking a profit
(indiscernible) and that would seem over the last couple of days, but as we go forward, there is
still not sufficient nickel to meet what the underlying demand is. Therefore, the price has to
remain at very high levels to pull demand back to the supply.
Kerry Smith:
And just one last question if I could quickly, Scott. You talked on Goro about meeting acceptable
return, not the sort of the north of $2 billion capital cost. Are you saying medium and
long-term commodity price assumptions? Im presuming the medium-term pricing would be what was
given in the presentation with Phelps Dodge when you raised the last bit, but can you share with us
what your long-term commodity price assumptions are today?
Scott Hand:
I can just be general, and I will say what I would say and Ill Peter Goudie correct me. When we
look at metals price, we kind of look at three bands. Theyre near-term, medium-term, and
longer-term. The easiest one to predict are obviously the near-term. And when you look at
longer-term, I think the Street is sort of around $4, a little bit higher than $4 long-term, and
theyve been moving that price up. As I also said in my remarks, my view is, and I think that Peter
would share this, to build a nickel project today, you need a nickel price of $4 to $4.50 to $5 a
pound, and I think it is trending towards $5 five dollars a pound. The sticker shock that people
are seeing on the nickel projects and will continue to see is, I would say, the minimum price $2.5
billion and probably rising. So if you look at where we are, we are somewhere between the Street
estimate and that longer-term estimate as to what we would use for longer-term nickel prices.
Peter, would you want to elaborate on that?
Peter Goudie:
Sure. I think it is important to divide the future up, as Scott has said, and I think one of the
things we are seeing the nickel industry today is the continued push back of the timing of the new
projects that people are talking about. And therefore, we can have a fairly clear understanding of
what the potential supply is going to be, certainly up to about 2010. And if you look at what that
potential supply could be and you think about what the underlying demand should be coming, of
course, above the drive is from places like China and India. As we have said many times before,
with very large populations moving into income levels that are able to demand products and the
infrastructure that requires large amounts nickel. There really we believe very firmly that
there is not enough nickel over that timeframe. So your prices are going to have to remain quite
high. Then when you get out into the longer ranges, as Scott said, what price is required to enable
you to build a new plant. That is certainly getting up towards the $5 per pound, as the capital
cost for building these plants especially what youre dealing with lower grade (indiscernible)
ores, is certainly much more expensive than it was in the past.
Scott Hand:
Does that (indiscernible), Kerry.
Kerry Smith:
Yes. Thats great. Thank you very much, guys.
Operator:
Sanil Daptardar, Sentinal Asset Management.
Sanil Daptardar:
You mentioned about the (indiscernible) growth in 2006 as 10.1%. Now this had such a strong growth,
is it possible or are we able to assume that in 2007, we may expect some kind of inventory
correction in the [stand of two] market if there is some kind of an ore supply?
Unidentified Company Representative:
I certainly dont expect that. Remember the 10.1% in 2006 is coming from a negative 1% growth in
2005. What we saw in 2005 was the correction in stainless steel production was [exceptive] and
brought the inventory stainless steel down to an extremely low level. Part of the increase in
production in 2006 is not only to provide the stainless steel that is required, but is to rebuild
the inventory that is required to enable that stainless steel to meet the market demand.
Unidentified Speaker:
Multiple speakers.
Unidentified Company Representative:
Multiple speakers.
Sanil Daptardar:
You expect a further continuation of the crude with 5% in the case?
Peter Goudie:
I think you would be (technical difficulty) 4 to 5. I think with the growth in industrial
production, the growth in places like China, you think about the historical trend line of stainless
steel production is around 6%. I think the requirements in 07 and 08 are certainly going to be in
excess of that historical trend.
Sanil Daptardar:
You just mentioned about that you have fairly good visibility on the supply of nickel till 2010. So
does that mean that because of new projects are more difficult to build, you expect the deficit
situation to continue until 2010, or you expect some kind of supply, moderate surplus toward the
latter end of the decade?
Peter Goudie:
I didnt quite catch all of that, but I will try and answer what I think you are asking. If there
was an unexpected new project announced very soon, that project would not have nickel available for
the market until, I would believe, after 2010, taking into account the length of time it takes to
develop a new project these days. So we do have a clear visibility of at least 2010 that the clear
visibility the ability of what the upside potential supply is. Any surprises between now and
2010, I would suggest are going to be on the downside of supply. If any of the projects have more
difficulty in going through the construction (indiscernible) stage or if there is anything that
extends the timeline, you are not going to get surprises that result in increased supplies. The
only surprise is going to be on decrease supplies.
Sanil Daptardar:
One last question, on the new development from Xstrata. Obviously, since you have a fairly good
feel for the nickel market going into 2010, Falconbridge is very important for you now. It is also
logical that you might be extending your offer or increasing raising the bid for Falconbridge in
that case. Do you think that Phelps Dodge would be willing to do so for bidding for Inco in that
case or if you are not successful in acquiring Falconbridge, would you be able would you be just more
merging with Phelps Dodge?
Scott Hand:
You asked a lot of questions and I didnt hear it very well because youre not coming through very
well. Three things. Number one, we have got a great offer out there. Cash up front, participating
in a great company, and we are clear to go July 27 full stop. Secondly, if we are not successful in
acquiring Falconbridge, but I expect that we will, but if we are not, the Phelps Dodge Inco
combination creates a great company going forward.
Operator:
(OPERATOR INSTRUCTIONS). David Charles, GMP Securities.
David Charles:
Good morning. I just have a quick point to go. I dont really want to test on this. Clearly, the
risk long-term goal has increased over the last several months, not the least of which was the fact
that the operating permit has been revoked. I am just wondering how you as a management team and
the board at Inco handle the fact that youre going to spend maybe $2.2 billion plus on a project
where you dont have an operating permit and what you what strategies may be in place that will
make investors and the board more comfortable with that type of a view.
Scott Hand:
You put out a number there. I am not saying what the number will be for the project. Well have
that in September or October. Secondly, we have got a very good team in New Caledonia. We have very
good cooperation with the government of the South Province. I speak on a regular basis with
President Gomes, the President of South Province. We have very good support from the government of
France. As I said to you, or I said on the call, it is quite normal not to have the operating
permit until you start up. We know what the requirements are. We know the areas that we have to
address and, therefore, we are very confident that we are going to have a great project in New
Caledonia. Have we had challenges? Yes. Are all major resource projects having challenges these
days? The answer is yes. In jurisdictions of the world where mining companies have to go to develop
new resources, New Caledonia is one, but there are lots of other ones around the world. As I always
say, Harry Truman said, If you cant stand the heat, get out of the kitchen. We can take the
heat. We are dealing with it properly. This is going to be a great long-term project and the world
needs this nickel. And so we are confident, David, that we are okay. We have had a lot of
discussions with the board. We remain in continued contact with government authorities both in New
Caledonia and France. We have their support and we will succeed. Ron, do you want to add to that?
Ron Aelick:
Scot, I would say that you summed it up quite nicely. We do believe that we understand what is
required. We are in a position to meet all of the requirements necessary to establish an operating
permit and the practicing norm, as Scott has described, is that it is common to get to the stage
where you are ready to operate and have the permit issued at that stage. We have got all of the
parameters in place. We have got a lot of work to do in terms of just detailing all of the issues.
The other component is that this is the largest project that has ever been executed in New
Caledonia. So there is some apprehension and concern in trying to learn and understand the
permitting process for a project of this scale is quite new in New Caledonia, and we are working
through with the authorities as we work our way through. We will get an operating permit and we
will deliver a very successful project.
David Charles:
I suppose then, as I understand it, that you feel that the risk of you being held for ransom by the
New Caledonia government for something, lets say, fiscal changes in the fiscal environment or
something like that is very low and that youre very happy that you can move forward on goal right
away?
Scott Hand:
The New Caledonia government has no interest in doing that. The program for New Caledonia, its
supported by the government of France, is to achieve greater economic independence. There are only
two areas that theres probably some others, but the two major areas are nickel mining and
tourism. I guess to a lesser degree things like shrimp farming and things like that. But nickel
investment going for, not just Goro, Koniambo in the North and other projects that is key for the
future economic growth of New Caledonia, and it is a key object of the governments of New Caledonia
the government of New Caledonia in the South and North provinces and the Loyalty Islands and the
French government. So for someone to be held up for ransom, that would drive investment in New
Caledonia very quickly and they understand that they have to have economic and successful
investment to be able to get further investment and they need it in nickel, so it would be shooting
yourself in the foot, and I dont they wont do that, to be holding people up for ransom. That is
out their intent. Their intent is to get this investment and to get more investment in New
Caledonia.
David Charles:
Excellent. Thanks very much.
Operator:
Mr. Hand, there are no further questions. I would now like to turn the conference back to you.
Please continue with your presentation or closing remarks.
Scott Hand:
Thank you very much for our early conference call. Glad to see that our financial people can get
things out a week early this year. Were getting better with all those Sarbanes-Oxley challenges,
but they did a great job and I want to thank them. Great earnings and we expect a great second
half. The strongest nickel market we have ever seen. You heard that from Peter Goudie and it will
continue. We have got a record consistent reliable production across our operations. Voiseys Bay
is onstream. Goro and PT Inco are on the way in a market that you heard from Peter Goudie needs
more nickel supplied. That is the challenge in the nickel industry, supply. And if you believe in
the stronger for longer, and if you believe in China, the best option for Falconbridge shareholders
is to tender on July 27th and participate in the new Phelps Dodge Inco. We are ready. We are
willing and we are able to take up the shares up. Our offer is clear. There are no conditions and
no investment Canada, no shareholder approval at this point, and not some good subject to the
uncertainties of Falconbridge shareholders will have to face after July 27th. So I say, dont wait.
Join with us and tender on July 27th. Thank you very much.
Operator:
Thank you. Ladies and gentlemen, that does conclude todays conference call. We thank you for your
participation and ask that you please disconnect your lines.
Cautionary Statement Regarding Forward-Looking Statements
This presentation contains forward-looking statements regarding Inco, including Incos offer to
purchase all of the common shares of Falconbridge Limited, Incos proposed plan of arrangement with
Phelps Dodge, including statements regarding the anticipated timing of achievement of milestones in
the regulatory clearance process, the consideration payable pursuant to Incos increased offer for
Falconbridge and the proposed plan of arrangement involving Inco and Phelps Dodge, anticipated
financial or operating performance, and strategies, objectives, goals and targets of the combined
company, and forward-looking statements regarding Inco alone, including anticipated financial or
operating performance, the Incos costs on a stand-alone basis, its position as a low-cost producer
of nickel, production levels for nickel, copper and platinum-group metals for its third quarter and
full year 2006 for Inco as a whole and at its Indonesian, Voiseys Bay and other Canadian
operations, nickel market conditions and nickel demand and supply in China and other geographical
end-use markets, including for nickel-containing stainless steels, premiums realized on its metals
prices, nickel unit cash cost of sales after by-product credits, third party toll smelting and
refining arrangements, production costs on its own mine production, nickel inventories, its
financial results, including adjusted net earnings per share on a diluted basis, cash flow from
operations, cash generation, the effect on and sensitivity of financial results to changes in
nickel and other metal prices, exchange rates, energy and other costs and its common share price,
cost reduction and related savings objectives, construction, commissioning, initial start-up, and
other schedules, capital costs and other aspects of its Goro project, arrangements covering copper
production and sales, capital expenditures at the Companys growth projects, overall capital
expenditures, contributions from shareholders and government programs and other external sources of
funds, and governmental clearances or approvals required, for its growth projects, tax payments,
planned maintenance and other shutdowns and subsequent start-ups at certain operations, new
collective labour agreements, including the risk of a disruption or work stoppage, and other issues
and aspects relating to its business and operations. Inherent in those statements are known and
unknown risks, uncertainties, assumptions and other factors well beyond Incos ability to control
or predict.
Actual results and developments may differ materially from those contemplated by these statements
depending on, among others, the risks that Inco will not be able to obtain the required approvals
or clearances from regulatory agencies and bodies on a timely basis, or divestitures or other
remedies required by regulatory agencies may not be acceptable or may not be completed in a timely
manner, the risk that Incos offer for Falconbridge will be unsuccessful for any reason, Inco may
not meet the other remaining conditions of its offer, Inco may not realize the anticipated
annualized benefits and operational and other synergies and cost savings from the acquisition or
related divestitures, restructurings, integration and other initiatives associated with the planned
combination of Inco and Falconbridge and Inco may realize unanticipated costs and/or delays or
difficulties relating to such integration, the risk that the proposed Inco-Phelps Dodge arrangement
transaction will be unsuccessful for any reason, and such other risks relating to Inco as business
and economic conditions in the principal markets for Incos products,
the supply, demand and prices for metals to be produced, purchased nickel intermediates and
nickel-containing stainless steel scrap and other substitutes and competing products for the
primary metals and other products Inco produces, developments concerning labour relations, the
Companys deliveries, production levels, production and other anticipated and unanticipated costs
and expenses, metals prices, premiums realized over LME cash and other benchmark prices, tax
benefits and charges, changes in tax legislation, hedging activities, the Canadian-U.S. dollar and
other exchange rates, changes in Incos common share price, the capital costs, scope, schedule,
required permitting, potential disruptions and other key aspects of the Goro project, the timing of
receipt of all necessary permits and governmental, regulatory and other clearances or approvals,
and engineering and construction timetables, for the Goro project, the necessary shareholder and
government program sources of financing for the Goro and other projects, political unrest or
instability in countries or territories such as Indonesia and New Caledonia, risks involved in
mining, processing and exploration activities, research and development activities, the accuracy of
our estimated mineral/ore reserves and/or mineral resources, resolution of environmental and other
proceedings and the impact of various environmental regulations and initiatives, market
competition, the ability to continue to pay quarterly cash dividends in such amounts as Incos
Board of Directors may determine in light of other uses for such funds and other factors, and other
risk factors listed from time to time in the Incos, Falconbridges and Phelps Dodges reports
filed with the U.S. Securities and Exchange Commission. Accordingly, readers should not place undue
reliance on any forward-looking statements. The forward-looking statements included in this
release represent Incos views as of the date of this presentation. While Inco anticipates that
subsequent events and developments may cause its views to change, it specifically disclaims any
obligation to update these forward-looking statements. These forward-looking statements should not
be relied upon as representing its views as of any date subsequent to the date of this
presentation.
Forward-looking statements are based on a number of assumptions which may prove to be incorrect.
Such assumptions include, but are not limited to, the timing, steps to be taken and completion of
Incos offer to acquire all of the common shares of Falconbridge, including the financing required
for the offer, the timing, steps to be taken and completion of the proposed Inco-Phelps Dodge
arrangement transaction, estimates on the U.S. dollar-Canadian dollar exchange rate for 2006,
global industrial production and in key geographic markets, interest rates, global nickel and other
metals demand and supply and in key geographical markets, and growth in the key end-use markets for
the metals produced by Inco, that Inco would not have any labour, equipment or other disruptions at
any of our operations of any significance in 2006 other than any planned maintenance or similar
shutdowns and that any third parties which we are relying on to supply purchased intermediates or
provide toll smelting or other processing do not experience any unplanned disruptions.
Forward-looking statements for time periods subsequent to 2006 involve longer term assumptions and
estimates than forward-looking statements for 2006 and are consequently subject to greater
uncertainty. Therefore, the reader is especially cautioned not to place undue reliance on such
long-term forward-looking statements.
Important Legal Information
This communication may be deemed to be solicitation material in respect of Incos proposed
combination with Falconbridge. Inco filed with the U.S. Securities and Exchange Commission (the
SEC), on October 24, 2005 and July 14, 2006, registration statements on Form F-8, which include
Incos offer and take-over bid circular, and has filed amendments thereto, which include notices of
extension and variation, and will file further amendments thereto as required, in connection with
the proposed combination with Falconbridge. The offer and take-over bid circular and the notices
of variation and extension have been sent to shareholders of Falconbridge Limited. Inco has also
filed, and will file (if required), other documents with the SEC in connection with the proposed
combination. Falconbridge has filed a Schedule 14D-9F in connection with Incos offer and has
filed, and will file (if required), amendments thereto and other documents regarding the proposed
combination, in each case with the SEC.
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS AND ANY OTHER RELEVANT
DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION.
INVESTORS AND SECURITYHOLDERS ARE URGED TO READ INCOS SOLICITATION/RECOMMENDATION STATEMENT ON
SCHEDULE 14D-9 THAT INCO FILED WITH THE SEC ON MAY 31, 2006, AND ANY AMENDMENTS INCO MAY FILE
THERETO, AS IT CONTAINS, AND SUCH AMENDMENTS, IF ANY, WILL CONTAIN, IMPORTANT INFORMATION REGARDING
TECK COMINCOS PROPOSED COMBINATION WITH INCO.
This communication is not a solicitation of a proxy from any security holder of Inco or Phelps
Dodge in respect of Incos proposed combination with Phelps Dodge. Inco intends to file a
Management Information Circular regarding the proposed combination with the securities commissions
or equivalent regulatory authorities in Canada and to provide the Management Information Circular
to Inco shareholders and Phelps Dodge has filed a preliminary Proxy Statement on Schedule 14A
regarding the proposed combination with the SEC. WE URGE INVESTORS TO CAREFULLY READ THE
MANAGEMENT INFORMATION CIRCULAR, AND ANY AMENDMENTS INCO MAY FILE THERETO, WHEN IT BECOMES
AVAILABLE BECAUSE IT, AND ANY SUCH AMENDMENTS, IF ANY, WILL CONTAIN IMPORTANT INFORMATION ABOUT
INCO, PHELPS DODGE AND THE PROPOSED COMBINATION. WE URGE INVESTORS TO CAREFULLY READ THE PROXY
STATEMENT, AND ANY AMENDMENTS PHELPS DODGE MAY FILE THERETO, BECAUSE IT AND SUCH AMENDMENTS, IF
ANY, WILL CONTAIN IMPORTANT INFORMATION ABOUT INCO, PHELPS DODGE AND INCOS PROPOSED COMBINATION
WITH PHELPS DODGE.
Inco, Phelps Dodge and their executive officers and directors may be deemed to be participants in
the solicitation of proxies from Inco and Phelps Dodge security holders in favor of Incos proposed
combination with Phelps Dodge. Information regarding the security ownership and other interests of Incos and Phelps Dodges executive officers and
directors will be included in the Management Information Circular and Proxy Statement,
respectively.
Investors and security holders may obtain copies of the offer and take-over bid circular, the
notices of variation and extension, the registration statements, the Solicitation/Recommendation
Statement and Incos, Falconbridges and Phelps Dodges other public filings made from time to time
by Inco, Falconbridge and Phelps Dodge with the Canadian Securities Regulators, at www.sedar.com,
and with the SEC at the SECs web site, www.sec.gov, free of charge. The proxy statement may also
be obtained free of charge at www.sec.gov and the Management Information Circular (when it becomes
available) may also be obtained free of charge at www.sedar.com. In addition, the offer and
take-over circular and the other disclosure documents may be obtained free of charge by contacting
Incos media or investor relations departments.