REG - BHP Group Limited - Completion of acquisition of Filo and JV

BHPAnnouncement

15/01/2025 17:45

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RNS Number : 4985T  BHP Group Limited  15 January 2025

Exchange release

15 January 2025

BHP and Lundin Mining complete the acquisition of Filo Corp. and the formation
of a 50/50 joint venture to progress the Filo del Sol and Josemaria copper
projects

 

Further to BHP's announcement on 30 July 2024, BHP Investments Canada Inc.
(BHP Canada) and Lundin Mining Corporation (Lundin Mining) have completed the
acquisition of Filo Corp., a Toronto Stock Exchange listed company (the Filo
Acquisition). Filo Corp. owns 100% of the Filo del Sol (FDS) copper project.

BHP Canada and Lundin Mining have also formed the Canadian-incorporated joint
venture company, Vicuña Corp. (the Joint Venture) to hold the FDS copper
project and the Josemaria copper project located in the Vicuña district of
Argentina and Chile (together with the Filo Acquisition, the Transaction). BHP
Canada and Lundin Mining each own 50% of the Joint Venture.

Prior to completion, Lundin Mining owned 100% of the Josemaria project. At
completion, BHP Canada acquired a 50% interest in the Josemaria copper project
from Lundin Mining. BHP Canada and Lundin Mining then contributed their
respective 50% interests in Filo Corp. and the Josemaria project into the
Joint Venture.

BHP's total cash payment for the Transaction was US$2.0 billion.

Mike Henry, Chief Executive Officer of BHP said:

"BHP is pleased to be partnering with Lundin Mining in the Vicuña Joint
Venture, an exciting new copper growth opportunity for both companies.
Leveraging the complementary capabilities of Lundin Mining and BHP, the
development of Vicuña's projects aims to deliver substantial value to
shareholders, as well as to other stakeholders. The projects will be developed
and will operate in line with international industry standards.

BHP is one of the world's leading producers of copper, a metal essential to
global economic growth, the energy transition and to the rapidly growing
demand for data centres to support the harnessing of artificial intelligence."

Details of the Transaction

The Filo Acquisition was approved by Filo Corp shareholders on 26 September
2024 and the final court order for the plan of arrangement has been
obtained.

The total consideration for the Filo Acquisition was C$4.0 billion excluding
the Filo shares already held by Lundin Mining and BHP respectively. BHP
Canada's share of the consideration for the Filo Acquisition was C$2.0 billion
(US$1.4 billion) in cash at C$33.00 per Filo Corp. share. Lundin Mining's
share of the consideration for the Filo Acquisition was C$877.8 million in
cash and 94.1 million Lundin Mining shares.

BHP Canada paid Lundin Mining US$690 million cash consideration for a 50%
interest in the Josemaria project.

The Joint Venture is governed by a joint venture shareholder agreement which
is between BHP Canada, a wholly-owned subsidiary of Lundin Mining, and Vicuña
Corp. Vicuña Corp. will be the operator (acting independently from BHP Canada
and Lundin Mining) and will be responsible for the management of the projects.
BHP Canada and Lundin Mining will have equal voting rights on the Board of the
Joint Venture and as shareholders of the Joint Venture.

Authorised for release by Stefanie Wilkinson, Group General Counsel and Group
Company Secretary.

 

 Contacts
 Media                                        Investor Relations

 media.relations@bhp.com                      investor.relations@bhp.com
 Australia and Asia                           Australia and Asia

 Josie Brophy                                 John-Paul Santamaria

 +61 417 622 839                               +61 499 006 018
 Europe, Middle East and Africa               Europe, Middle East and Africa

 Gabrielle Notley                             James Bell

 +61 411 071 715                              +44 7961 636 432
 North America                                Americas

 Megan Hjulfors                               Monica Nettleton

+1 403 605 2314

                                            +1 416 518-6293

 Latin America

 Renata Fernandez

 +56 9 8229 5357

 BHP Group Limited

 ABN 49 004 028 077

 LEI WZE1WSENV6JSZFK0JC28

 Registered in Australia

 Level 18, 171 Collins Street

 Melbourne

 Victoria 3000 Australia

 Tel: +61 1300 55 4757 Fax: +61 3 9609 3015

 BHP Group is headquartered in Australia

 bhp.com

 

 

 

 

 

 

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