Filo, the owner of the Filo del Sol (FDS) copper project in Argentina, said that its shareholders have approved the C$4.1bn ($3.04bn) joint acquisition by BHP and Lundin Mining.
At a special meeting of Filo, around 99.99% of the votes cast were in favour of the deal.
The deal will be executed under a court-approved plan of arrangement under section 192 of the Canada Business Corporations Act. It involves BHP and Lundin Mining acquiring all of the issued and outstanding common shares of Filo not already owned by the purchasing parties and their respective affiliates.
Announced in July this year, the deal provides shareholders of Filo with the option to receive cash, Lundin Mining shares, or a mix of both.
BHP’s portion of the Filo acquisition consideration will be about $1.4bn in cash. Lundin Mining will contribute nearly C$859m ($637.4m) in cash, along with C$1.3bn ($960m) worth of its shares.
BHP and Lundin Mining will also subscribe for 3.4 million common shares of Filo at a price of C$33 per share for total gross proceeds of C$115m.
Once the deal is completed, BHP and Lundin Mining will form a 50-50 joint venture (JV) to hold the FDS copper and Josemaria copper-gold-silver projects. Both projects are located in the Vicuña district spanning Argentina and Chile.
The Josemaria project is currently 100% owned by Lundin Mining. BHP aims to acquire 50% of this project from Lundin Mining for cash consideration of around $690m.
The deal is still subject to customary conditions, including, regulatory approvals, and relevant stock exchange approvals. It is also contingent upon the Ontario Superior Court of Justice’s approval.
Following the approval of all conditions required, the deal is expected to be closed in Q1 2025.
