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Falconbridge Ltd.

 
Company History: Falconbridge Limited

Type: Public Subsidiary of Noranda Inc.
Address: 95 Wellington Street, Suite 1200, Toronto, Ontario M5J 2V4, Canada
Telephone: (416) 956-5700
Fax: (416) 956-5757
Web: http://www.falconbridge.com
Employees: 6,234
Sales: $1.74 billion (2000)
Stock Exchanges: Toronto
Ticker Symbol: FL
Incorporated: 1989
NAIC: 212234 Copper Ore and Nickel Ore Mining; 212299 All Other Metal Ore Mining; 327992 Ground or Treated Mineral and Earth Manufacturing

Falconbridge Limited is a leading base metals mining company operating out of Toronto, Canada. Its primary commodity is nickel, which is instrumental in the manufacture of stainless steel, followed by copper, cobalt, and platinum group metals. Falconbridge owns nickel mines in Canada and the Dominican Republic, and ever since 1930 has maintained a refinery in Norway. The company is majority owned by Noranda, a Canadian natural resources company that controls more than 50 percent of its stock. Falconbridge shares trade on the Toronto Stock Exchange.

Falconbridge took its name from the township of Falconbridge, Ontario, an area possessing large deposits of nickel. In 1928, businessman Thayer Lindsley paid $2.5 million for mining claims in the area and created Falconbridge Nickel Mines Limited. The new company took immediate steps to work the claims, and despite the stock market crash of 1929 it was able to sink a shaft and begin to develop the mine, as well as build a smelter. Falconbridge still had to refine the ore, however, and the International Nickel Company of Canada (INCO) retained the North American rights to refining technologies. As a result the company turned to Kristiansand, Norway, where it purchased an operating refinery, renaming it Nikkelverk. The inconvenience of working on two continents was offset by the low cost of Norwegian electricity, a major expense in the electrolytic refining process for nickel. Moreover, Falconbridge was now positioned to take advantage of a growing European market for nickel that commanded higher prices than in the United States. The company engaged a London firm, Brandeis, Goldschmidt & Co., to market the product to the Continent.

Falconbridge completed its first full year of production in 1931, and business was adversely affected by the depressed world economy. Conditions improved somewhat the following year and the company was able to expand its operations, constructing a precious metals plant at Nikkelverk and sinking a second mine shaft in Canada. The company benefited from higher metal prices in the late 1930s, but it also became concerned about the political climate in Europe, as Germany became increasingly more militant. Even after the Continent became embroiled in war, Nikkelverk continued to operate. In addition to producing gold, silver, platinum, and palladium, the plant began to refine iridium, rhodium, and ruthenium. In 1940, Germany occupied Norway, and Falconbridge lost its refining capacity.

Because nickel was an important metal in Canada's war effort, INCO now provided refining services to Falconbridge. Despite the loss of manpower to the Army, the company stepped up production, with all of its metal either sold directly to the government or allocated to industry for military use. It was not until 1945, with the end of war in Europe, that Falconbridge regained Nikkelverk. Despite shortages of coke, coal, and electricity, the plant renewed its operations, and the company was able to take advantage of improving nickel and copper prices. By 1947, in the midst of a postwar boom, Falconbridge recorded its highest profits since 1939. Nikkelverk was modernized and the company looked forward to a promising future, encouraged by the emerging new uses for nickel.

While demand for nickel began a steady rise in the 1950s, production in the free world was limited to the Canadians and the French with its operations in New Caledonia. The advent of the Korean War then created an even greater need for the metal. The U.S. government began a program of stockpiling nickel and negotiated an incentive-laden contract with Falconbridge to buy nickel through 1961 at a price above market value. As a result, commercial customers were only able to acquire nickel on a quota basis and pent-up demand drove the price even higher. Falconbridge used its newfound prosperity to upgrade facilities and sink additional mines. By the middle of the decade the company had five mines in operation and four others in development. Throughout the 1950s, Falconbridge established production records each year. Commodity prices eroded somewhat as demand declined in 1957, yet profits continued to be healthy. Efforts were also initiated to explore a 300-square-mile concession in the Dominican Republic. By the end of the 1950s, despite a strike in the U.S. steel industry, the demand for nickel remained quite high.

In 1961, Falconbridge acquired some major assets from Ventures Limited, another company controlled by Thayer Lindsley. These acquisitions included controlling interests in gold mining firms Giant Yellowknife Mines Limited and Kiena Gold Mines Limited; copper producer Kilembe Mines Limited; the undeveloped copper and zinc deposits of Lake Default Mines Limited; and the silver, lead, and zinc mining operations of United Keno Hill Mines Limited. As part of this transaction, a large stake of Falconbridge stock would pass to McIntyre Porcupine Mines Limited.

Falconbridge experienced a small slump in the early 1960s when its contracts with the U.S. government expired, but the company quickly recovered as nickel consumption reached new heights and copper prices escalated because of political unrest in some copper-producing countries. Prices remained strong until a recession in 1971. By now the company saw a shift in ownership control. Superior Oil Co. of Houston, Texas, and its Canadian subsidiary acquired a 40 percent interest in McIntyre Porcupine, thereby gaining a 37 percent stake in Falconbridge, which it then increased to about 43 percent. Superior Oil would eventually gain control of the board and effectively run the company.

No longer operating with limited competition in the world, Falconbridge expanded internationally in the 1970s. To better market its products, the company established Falconbridge International Limited, as well as Falconbridge Europe S.A. to cater specifically to European customers. Later in the decade, Falconbridge U.S. Inc. was established to improve marketing to the United States. Moreover, South Africa properties began to produce platinum, and the Dominican concessions finally bore nickel. Overall, however, the 1970s featured unsteady business conditions and uneven financial results. Inflation hurt earnings in 1974, and weak demand in 1977 caused Falconbridge to post its first loss. But when conditions improved, the company achieved record earnings in 1979.

In 1980, D. Broward Craig was named president and chief executive officer of Falconbridge, reported to be handpicked by Superior Oil and lured away from St. Joe Minerals Corp., where Craig had served as president. After only five months at Falconbridge, however, he resigned. Although a company press release cited "disagreements over matters of policy" without providing elaboration, the press speculated that Craig was frustrated by the conflicting desires of privately held Superior Oil and the responsibilities of publicly traded Falconbridge. In particular, Craig was said to be upset when the Superior Oil-dominated board voted to suspend dividend payments for the third quarter, citing falling nickel prices. Although analysts derided the decision as being arbitrary, the board's assessment of the situation was borne out by subsequent events. Commodity prices continued to decline, reaching their lowest level in decades and resulting in Falconbridge posting a loss in 1981, only the second in its history.

Craig's successor, H.T. Perry, was replaced in 1982 by William James, who would have a major impact on Falconbridge. James earned a Ph.D. in geology from Montreal's McGill University in 1957 and worked several years with his father's well-respected mining consulting company before being hired by Noranda in 1973 to run a subsidiary. Although a scientist by training, he revealed a natural business acumen, and also gained a reputation for being brash. He was recruited by Superior Oil to rescue Falconbridge, and he quickly set about the task. He slashed the workforce, including the main Toronto office staff, by about 40 percent. He leased one of the two floors the company occupied in an office tower, gave up his corner office for a much smaller one, and even shared a secretary with the president of a subsidiary. Operations were briefly suspended at Canadian and Dominican mines, as well as in Norway. James turned to the equity markets to raise money for capital purposes, and in the process changed the company's name to Falconbridge Limited. Nevertheless, Falconbridge still lost $81 million in 1982. It was not until the fourth quarter of 1983 that the company returned to profitability, and not until 1984 did the company post a profit for an entire year.

In 1985, Mobil purchased Superior Oil, then sold its Falconbridge interests to Dome Mines. More importantly that year, James outmaneuvered his ex-boss and mentor at Noranda, Alfred Powis, to acquire Kidd Creek Mines, a major silver, copper, zinc, and gold producer. The ore body, located near Timmons, Ontario, was discovered in 1964 by Texasgulf. It was so abundant in natural riches that it instantly made Texasgulf into a major diversified mining company. The Canada Development Corp. (CDC) forced a sale in 1981 in order to retain national control over the resources. Canada then experienced a movement towards privatization and CDC put Kidd Creek on the block. Noranda, cash-strapped because of a cost-reduction program, negotiated a joint venture with CDC, but James swept in with a $1.3 billion offer to acquire the property outright. His willingness to pay a premium of 66 percent over book value, some $245 million, won the day. Noranda and Falconbridge operated out of the same office building, and Powis visited his rival's lobby to share in the champagne celebration, but his desire to gain Kidd Creek remained unabated.

Depressed metal prices, which persisted despite a recovering economy in 1986, prevented Falconbridge from enjoying immediate benefits of the Kidd Creek acquisition. James cut costs, in the process selling off a number of assets, but the purchase had been predicated on rising metal prices, and it was simply impossible to make money on Kidd Creek at current levels. While a short-term mistake, the property continued to hold long-term promise, and by 1988 it was a major contributor to Falconbridge's record earnings for the year. Powis, in the meantime, was hatching a plan to acquire Kidd Creek. Noranda began to buy up shares of Falconbridge stock, and by 1988 it became apparent that it intended to acquire a controlling interest and in effect purchase the company without paying a premium. James responded by agreeing to sell the company to Amax Inc., a Greenwich, Connecticut, aluminum, coal, and gold mining company, for $2.42 billion. He also instituted a "poison pill," a shareholder rights plan that prevented Noranda from adding to its Falconbridge holdings. James put Powis into a bind: Noranda would benefit from the Amax deal as a major shareholder, yet he still coveted Kidd Creek. Clearly, James was not going to let him take over Falconbridge without paying a premium, and not just for a controlling interest but in a purchase for the entire company. The struggle would last more than a year, but in the end Noranda would pay $31.50 each for the shares it did not control, instead of the $23 it had paid earlier. In order to finance the $1.8 billion deal, however, Powis had to take on an equal partner, Sweden's Trelleborg AB. In the process, Falconbridge was taken private. James knew that he would not stay on as CEO, quipping to reporters, "I just cost them too g--damned much money." He was replaced in the near-term by Alex Balogh, and in 1990 by Franklin Pickard, who had worked part-time at Falconbridge since the age of 16 and during his summers in college trained to become a metallurgical engineer.

Nickel prices entered the downside of a cycle in the early 1990s, caused in large part by exports to the West from the Soviet Union. Falconbridge, which was forced to temporarily shut down some mines and production facilities, recorded a loss for 1993 when the price of nickel bottomed out. To raise capital, Falconbridge went public again, taking advantage of rising nickel prices to raise close to $600 million. Over the course of the next year, Trelleborg also took the opportunity to sell off its shares as part of a plan to cut debt and focus on its wholly owned businesses. Falconbridge proved to be a wise investment for the Swedish company, which realized a $600 million return on its money in only a few years.

The conservative Trelleborg influence on the Falconbridge board was replaced by more aggressive directors. Pickard took advantage of that situation in 1996 to make an aggressive bid for Diamond Fields Resources and its nickel deposits in Voisey's Bay, discovered in 1994 and believed to be the highest-grade nickel find in the world. Longtime rival Inco already owned a 25 percent stake in Voisey's Bay. It was unlikely from the start that Inco would allow Falconbridge to buy the assets, and in the end it outbid its smaller rival. Nevertheless, Falconbridge was able to take away more than $50 million in a non-completion fee.

Under Pickard, Falconbridge initiated a growth plan in 1996 that would double nickel production over the next 15 years, with an emphasis on expansion into the South Pacific nickel-rich island of New Caledonia. With the use of nickel in high-alloy steel steadily increasing, he chose to position Falconbridge to take advantage of the trend, rather than be overly concerned about near-term price fluctuations. In addition, he oversaw the company's development of a Raglan, Quebec, nickel and copper property, as well as the Collahuasi copper mine in Chile. Pickard was visiting the mine in September 1996 when he suffered a heart attack and died. Although shaken by the sudden turn of events, interim CEO Alex Balough vowed that the company would carry on with Pickard's agenda. Several weeks later a permanent replacement was named: Oyvind Hushovd, who had been born in Norway, started out at Nikkelverk, and worked for Falconbridge for more than 20 years. He had served as an executive in the company in both Norway and Toronto.

Financial results in the late 1990s were mixed at Falconbridge. Profitable years in 1996 ($250 million) and 1997 ($137 million) were followed by a $36.4 million loss in 1998, caused by depressed metal prices that were due in large part to an Asian economic slump and Russian overproduction. When prices recovered, Falconbridge recouped its losses, posting a $153.1 million profit in 1999. The company followed with record results in 2000, earning $245.7 million on revenues of $1.75 billion. Weak metal prices in 2001, as well as a lingering strike at one of its facilities, dampened profits and caused the company to cut back on production. Despite the cyclical nature of commodity prices, however, Falconbridge remained a strong company with a healthy long-term outlook.

Principal Subsidiaries

Falconbridge Europe S.A.; Falconbridge U.S. Inc.; Falconbridge International S.A.; Falconbridge Nikkelverk A/S; Falconbridge Dominicana, C. por A.; Société Minière Raglan du Québec Itée; Compania Minera Dona Ines de Collahuasi S.C.M.; Falconbridge Nouvelle Caledonie SAS.

Principal Competitors

Inco Limited; Norilsk Nickel.

Further Reading

Berman, Phyllis, "Stiff Upper Lip," Forbes, July 1, 1985, p. 50.

Chisholm, Patricia, "Mr. Perpetual Motion," MacLean's, August 14, 1989, p. 37.

Cook, James, "Wait and See," Forbes, June 30, 1986, p. 50.

Daly, John, "The Final Victory," MacLean's, October 2, 1989, pp. 40-41.

DeMont, John, with John Daly, "Getting the Best Price," MacLean's, August 14, 1989, pp. 34-36.

Lamphier, Gary, "Falconbridge's Chief Is Used to Comebacks," Wall Street Journal, August 4, 1989, p. 1.

Schacter, Mark, "Falconbridge's James Faces Big Task Trying to Make Kidd Creek Pay Off," Wall Street Journal, May 5, 1986, p. 1.

------, "Falconbridge's Plan to Buy Mining Company Is Rock-Solid Strategy, Many Analysts Believe" Wall Street Journal, December 26, 1985, p. 1.

Wells, Jennifer, "Striking It Rich," MacLean's, February 26, 1996, p. 36.

— Ed Dinger


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Wikipedia: Falconbridge Ltd.
Top
Falconbridge Limited
Former type Public
Fate Bought by Xstrata;
became Xstrata Nickel
Founded 1928
Defunct 2006
Headquarters Canada Toronto, Ontario, Canada
Key people Derek Pannell, CEO
Peter Kukielski, COO
Aaron Regent, President
Steve Douglas, EVP & CFO
Industry Mining
Products Copper, nickel, zinc, aluminium
Employees 20,000 (2005)

Falconbridge Limited was a Toronto, Ontario-based natural resources company with operations in 18 countries, involved in the exploration, mining, processing, and marketing of metal and mineral products, including nickel, copper, cobalt, and platinum. It was listed on the TSX (under the symbol FAL.LV) and NYSE (FAL), and had revenue of $6.9 billion USD in 2005. In August 2006, it was absorbed by Swiss-based mining company Xstrata, which had formerly been a major shareholder.

Falconbridge was an important player in the economic and commercial development of the northern region of Ontario Canada, particularly the communities in and around Sudbury.

Contents

History

In 1928 experienced prospector and businessman Thayer Lindsley purchased mining claims containing rich deposits of nickel-copper ore in the area northeast of Sudbury.[1] These claims had been established as early as 1902, when Thomas Edison made the original discovery of the Falconbridge ore body, but remained undeveloped until Lindsley's purchase.[citation needed] Soon thereafter, planning and construction of a company town began, to house and service workers for the future mines.[2] The community, complete with utilities and a medical centre, was named Falconbridge after the geographic township in which it was located. Likewise, the company became known as Falconbridge Nickel Mines Limited.

Just one year later in 1929, the new company acquired the Nikkelverk refinery in Kristiansand. This expanded its operations, but more importantly the company also gained the rights to the Hybinette nickel refining process.

The operations at the Falconbridge site expanded in the early 1930s. By 1930 ore from an underground mine was being extracted at 250 tonnes per day, and a nearby smelter was in operation to process the material. In 1932, a mill and sintering facility began operation.

Through the 1950s and 1960s, significant expansion of the Sudbury Basin operations took place, including some twelve new mines. All recovered nickel, copper, and smaller amounts of other materials including platinides. Meanwhile, the Nikkelverk operation began recovering cobalt alongside previous extractions in 1952, using a new refining process. In 1962, Falconbridge acquired Ventures Limited, including its numerous international operations and geological exploration infrastructure, allowing further expansion and growth outside of Canada.

In 1971 the Falconbridge Dominicana (Falcondo) mine and process plant commenced operation in Bonao, Dominican Republic. The site employed a novel reduction and smelting technique superior to the kiln process. To aid in community development, the Falcondo Foundation was established in 1989 and has been a pioneer in Natural Resource Corporate Social Responsibility.

In 1977, Falconbridge patented the chlorine leach nickel refining process that had been developed in-house.

The late 1970s saw the company play a role, alongside Inco, in the environmental reclamation efforts undertaken in the Sudbury region. As part of this, a new, more efficient smelter was opened, as well as a facility for the production of sulfuric acid. This commercially saleable chemical had been a source of significant ecological damage when it was produced in the atmosphere by the reaction of sulfur dioxide emissions. The new acid plant allowed this effect to be greatly reduced by catalyzing the reaction before emission, while producing additional revenue from the sale of the acid.

By 1984, the commercial reserves at the original Falconbridge Mine had been exhausted. Production continued at several other sites in the Sudbury area. The company expanded within northern Ontario by acquiring the Kidd Mine in Timmins, Ontario. Expansion continued in the 1990s, with a new mine in Sudbury, and one at Raglan in northern Quebec, though Falconbridge lost the bidding war with Inco for the deposit at Voisey's Bay.[3] The new century saw more acquisitions, including the Montcalm mine in Timmins, the Kabanga project in Tanzania, and the Lomas Bayas mine in Chile.

In June 2005 Falconbridge merged with Noranda, previously the 58.4% owner, continuing under the name Falconbridge Limited. Noranda brought significant variety to the business, including operations in aluminum mining and recycling of electronic hardware.

Operations as of 2006

At the time of the Xstrata takeover, Falconbridge had major operations in and around the Sudbury Basin, including the Craig, Fraser, and Thayer Lindsley underground copper/nickel mines, as well as a mill (Strathcona), nickel smelter, sulfuric acid plant, and a technology centre. In 2005, Falconbridge had started the Deposit Definition phase of the Nickel Rim South mine near the Sudbury Airport.

Metal refining was no longer carried out in Sudbury by Falconbridge, but rather at its Falconbridge Nikkelverk operation in Kristiansand.

Another Canadian operation was the Kidd Mine site in Timmins, Ontario which includes an underground zinc/copper mine, mill, copper smelter and copper refinery, zinc plant, indium plant, cadmium plant, and sulfuric acid plants. Falconbridge also operated the Montcalm underground nickel mine west of Timmins. Other sites were located in Quebec, Ontario (Rouyn-Noranda: Horne copper smelter, Montreal: CCR copper refinery, Salaberry-de-Valleyfield: CEZ zinc refinery, Nunavik: Raglan underground nickel/copper mine and mill) and Bathurst, New Brunswick (Brunswick underground zinc/lead mine, lead smelter and lead refinery, and silver refinery).

Copper and precious metal recycling facilities were at Brampton, Ontario; East Providence, Rhode Island; La Vergne, Tennessee; Roseville, California; San Jose, California; and Penang, Malaysia.

Falconbridge Ltd. also operated an aluminium smelter in New Madrid, Missouri and an aluminum refinery in Gramercy, Louisiana. The aluminum produced from these mills was prepared in one of four rolling mills located in Huntingdon, Tennessee (2 mills); Salisbury, North Carolina (1 mill); and Newport, Arkansas (1 mill).

Central American and Caribbean projects included the St. Ann bauxite mine in Discovery Bay, Jamaica and the Falcondo nickel surface mine and processing plant in Bonao, Dominican Republic.

South American properties were mainly copper deposits such as the Antamina copper/zinc open-pit mine in northern Peru, the Collahuasi copper/molybdenum open-pit mine (including mill, liquid-liquid extraction plant, and electrowinning plant) in northern Chile, the Lomas Bayas open-pit copper mine (including liquid-liquid extraction plant and electrowinning plant), and the Altonorte copper smelter also in northern Chile.

Falconbridge also owned a Boeing 737-200 (registration C-FFAL). The aircraft is based in Toronto at Pearson International Airport. The aircraft was repainted with Xstrata livery following the takeover, and still operates.

Merger efforts and acquisition

On October 11, 2005, Inco announced a proposal to acquire Falconbridge for $12 billion. This came at a time of especially high prices for base metals, including nickel. Part of the motivation for the merger was to avoid a takeover of either company by cash-flushed foreign competitors. Additionally, significant synergies would have been realized in the Sudbury operations, with both companies performing the same kind of extraction and smelting work on the same kind of ore.

The two companies were set upon by hostile takeover bids from rival firms. Swiss Xstrata, already 19.9% owner of Falconbridge, bid for a complete acquisition, while Teck Cominco of Vancouver set its sights on Inco.

On May 13, 2006, Inco announced that it increased its offer to acquire Falconbridge by $5.00 CAD per share, bringing the bid to $61.04 CAD per share (based on the June 23, 2006 Inco/Phelps Dodge share price).

On June 26, 2006, Phelps Dodge made a bid for the proposed combined Inco/Falconbridge company, valued at around $40 billion USD. This would have formed the Phelps Dodge Inco Corp., valued at $56 billion USD, creating the fifth largest mining company, largest nickel producer, and the second largest copper producer in the world with corporate and copper division headquarters located in Phoenix, Arizona and nickel division headquarters in Toronto, Ontario. The deadline for the Inco offer was July 13, 2006.

On May 18, 2006, Xstrata had announced a proposal to acquire Falconbridge for $52.50 CAD per share. This was a cash offer, unlike the Inco offer of a combination of cash and shares. On July 12, 2006, Xstrata announced that it increased its offer to acquire Falconbridge to $59.00 CAD per share (an approximate total value of $22.5 billion CAD). This counter-offer was 9.6% higher than Inco's bid. The deadline for Xstrata's bid to be complete was July 21, 2006. Xstrata acquired and absorbed Falconbridge in late August 2006, leaving Inco open to bids by Phelps Dodge and the Brazilian company CVRD.[4] Falconbridge became Xstrata Nickel, which is still based in Toronto.

Social impact in Sudbury

Falconbridge lent its name to a company town northeast of Sudbury which grew to be a community in its own right. The town of Falconbridge was incorporated by the provincial government in 1957.[5] It was organized along with several other communities into the Town of Nickel Centre and Regional Municipality of Sudbury in 1973; the regional municipality was in turn amalgamated into today's city of Greater Sudbury in 2001.

Some Falconbridge workers also lived in the nearby community of Happy Valley, which was abandoned in the 1960s due to pollution from the Falconbridge smelter.

"Falco", as it was often called by Sudbury residents, remained for decades the second-largest employer in the Sudbury area, exceeded only by rival mining giant Inco. The economic fortune of the city was tied to those of the mining companies, as a strike at either company had a major effect on the livelihood of thousands of workers. The effect diminished as economic diversification progressed in the 1980s and 1990s.

Citizens, particularly workers and their families, came to develop an attachment to what were seen as local companies with significant size and influence in the mining industry. In particular, a certain degree of rivalry between workers at the two mining giants, who were members of rival labour unions, developed. In the 1950s and early 1960s, factional wars between the competing unions sometimes led to riots in the streets of Sudbury.

A proposal to merge Inco and Falconbridge in 2006 was headed with the slogan "Two proud histories, one great future",[6] in reference to the strong identities which workers and the community had attached to the companies.

A major street in Sudbury is named Falconbridge Road, after the company and community. In 2007, Xstrata donated Falconbridge's historic Edison Building, its onetime head office, to the city of Greater Sudbury to serve as the new home of the city archives.

External links

References


 
 

 

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