BHP & Lundin Mining to Buy Canada Copper Group Filo Corp for $2.1 Billion Representing 12.2% Premium to Last Closing Price on 29th July 2024
2nd August 2024 | Hong Kong
BHP & Lundin Mining have announced to jointly buy Canada copper group Filo Corp for $2.1 billion representing 12.2% premium to last closing price on 29th July 2024. Announcement (30/7/24): “BHP and Lundin Mining Corporation (Lundin Mining) have agreed to jointly acquire 100% of Filo Corp., a Toronto Stock Exchange (TSX) listed company, through a Canadian plan of arrangement (Filo Acquisition). Filo Corp. owns 100% of the Filo del Sol (FDS) copper project. BHP and Lundin Mining have also agreed to form a 50/50 joint venture to hold the FDS and Josemaria projects (Joint Venture) located in the Vicuña district of Argentina and Chile (together with the Filo Acquisition, the Proposed Transaction). Lundin Mining owns 100% of the Josemaria project. The Joint Venture will create a long-term partnership between BHP and Lundin Mining to jointly develop an emerging copper district with world-class potential. BHP’s total cash payment for the Proposed Transaction is expected to be approximately US$2.1 billion.” More info below:
“ BHP & Lundin Mining to Buy Canada Copper Group Filo Corp for $2.1 Billion Representing 12.2% Premium to Last Closing Price on 29th July 2024 “
Summary of the Proposed Transaction
Filo Corp. Acquisition – BHP and Lundin Mining have agreed to jointly acquire Filo Corp. for total consideration of approximately C$4.1 billion, or C$33.00 per Filo Corp. share. This represents a premium of 32.2% to Filo Corp.’s 30-day volume weighted average price on the TSX for the period ending 11 July 2024, being the day before press speculation of a transaction, and a premium of 12.2% to Filo Corp.’s last closing price on the TSX on 29 July 2024. Filo Corp. shareholders may choose to receive cash, Lundin Mining shares or a combination of cash and Lundin Mining shares. BHP’s share of the consideration for the Filo Acquisition will be approximately C$1,908 million (US$1,377 million) in cash. Lundin Mining’s share of the consideration for the Filo Acquisition will be approximately C$859 million in cash and C$1,289 million in Lundin Mining shares. The Filo Acquisition will be implemented by a court-approved plan of arrangement under the Canada Business Corporations Act and will require approval by Filo Corp. shareholders in accordance with applicable Canadian corporate and securities laws. The Board of Directors of Filo Corp. unanimously recommends (excluding certain directors who are required to abstain from voting) that the shareholders of Filo vote in favour of the Filo Acquisition. Each of the directors and senior officers and certain other shareholders of Filo Corp., representing in aggregate approximately 35% of the issued and outstanding shares of Filo Corp., have entered into voting support agreements and have agreed to vote in favour of the Filo Acquisition unless the Arrangement Agreement is terminated. In connection with the Filo Acquisition, BHP and Lundin Mining have also agreed to subscribe for 3,484,848 common shares of Filo Corp. at a price of C$33.00 per share for aggregate gross proceeds of C$115 million (the Filo Share Placement) to provide interim financing to Filo Corp. On closing of the Filo Acquisition, Lundin Mining and BHP will each own 50% of Filo Corp. and the FDS project.
Joint Venture – BHP and Lundin Mining have agreed to form the Joint Venture immediately following closing of the Filo Acquisition. Each of BHP and Lundin Mining would hold a 50% interest in the Joint Venture. Under the Joint Venture, the projects will be progressed in accordance with international industry standards to deliver economic and social value. BHP would acquire 50% of the Josemaria project from Lundin Mining for cash consideration of approximately US$690 million, subject to certain purchase price adjustments (Josemaria Transaction). BHP and Lundin Mining would each contribute their respective 50% interests in Filo Corp. and the Josemaria project into the Joint Venture.
BHP & Lundin Mining to Buy Canada Copper Group Filo Corp for $2.1 Billion Representing 12.2% Premium to Last Closing Price on 29th July 2024
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