BHP And Lundin Mining To Acquire Filo Corp. For About C$4.1 Bln

(RTTNews) - BHP (BHP.AX, BLT.L, BBL, BHP) and Lundin Mining have agreed to jointly acquire Filo Corp. for total consideration of about C$4.1 billion, or C$33.00 per Filo Corp. share. This represents a premium of 12.2% to Filo Corp.'s last closing price on the TSX on 29 July 2024, BHP said in a statement.

Filo Corp. currently owns 100% of the Filo del Sol (FDS) copper project.

BHP noted that 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 billion or US$1.377 billion 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 billion in Lundin Mining shares.

In connection with the Filo Acquisition, BHP and Lundin Mining have also agreed to subscribe for about 3.48 million common shares of Filo Corp. at a price of C$33.00 per share for aggregate gross proceeds of C$115 million 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.

In addition, BHP and Lundin Mining have agreed to form a 50/50 joint venture to hold the FDS and Josemaria projects located in the Vicuna district of Argentina and Chile. Lundin Mining owns 100% of the Josemaria project. 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.

BHP and Lundin Mining have executed a term sheet which will form the basis for negotiation of the definitive Joint Venture agreement. BHP and Lundin Mining expect to enter into the Joint Venture by completion of the Proposed Transaction.

Closing is expected to occur in the first quarter of 2025 subject to satisfaction of the conditions to closing.