On July 29, 2024, Lundin Mining Corporation and BHP entered into a definitive agreement with Filo Corp. to jointly acquire all of the outstanding common shares of Filo not already owned pursuant to a plan of arrangement. Concurrently with the completion of the Filo acquisition, Lundin Mining and BHP will form a 50/50 joint venture to hold the Filo del Sol project and Lundin Mining’s Josemaria project. BHP will pay Lundin Mining cash consideration of US$690 million as consideration for Lundin Mining contributing the Josemaria project to the joint venture.
BHP and Lundin Mining agreed to jointly acquire Filo for total consideration of C$4.1 billion, or C$33.00 per Filo share. Filo shareholders will be able to elect to receive the consideration as either (i) C$33.00 in cash per Filo share; or (ii) 2.3578 Lundin Mining shares per Filo share; or (iii) any combination thereof, subject to pro ration and an aggregate cap of C$2.767 million in cash and 92.1 million Lundin Mining shares,
The transaction is expected to close in the first quarter of 2025, subject to the satisfaction of closing conditions.
In connection with the Filo acquisition, BHP and Lundin Mining have each agreed to subscribe for 1,742,424 Filo Shares at a price of C$33.00 per share for aggregate gross proceeds of approximately C$115 million to provide interim financing to Filo, funded equally by BHP and Lundin Mining. The private placement is not contingent on the closing of the Filo acquisition or the Josemaria contribution to the joint venture and is expected to be completed on or before August 12, 2024.
Cassels is acting for Lundin Mining.