Top Create Resources Limited -- a subsidiary of China Minmetals Non-ferrous Metals Company Limited — provides $2 billion shareholder term loan facility for Khoemacau Copper Mine Acquisition Project

Project narrative

On November 20, 2023, MMG Limited entered into a Share Purchase Agreement with Cupric Canyon Capital L.P., The Ferreira Family Trust, Resource Capital Fund VII L.P., and the Missouri Local Government Employees’ Retirement System (the ‘sellers’). Under the terms of the agreement, MMG Limited agreed to purchase Khoemacau Copper Mine in Botswana from the sellers for a $1.875 billion cash consideration. As of November 20, 2023, MMG had secured a $2 billion shareholder term loan facility agreement with Top Create Resources Limited -- a subsidiary of China Minmetals Non-ferrous Metals Company Limited (which is itself a subsidiary of China Minmetals Corporation, a state-owned enterprise incorporated under the laws of the PRC) — to facilitate the acquisition. However, upon completion, the acquisition was expected to be supported by a combination of shareholder loan financing and third-party financing. On December 22, 2023, Khoemacau Copper Mining (Pty) Ltd, a subsidiary of Cuprous Capital Ltd, received approval from the Minister of Minerals and Energy of Botswana in respect of the transfer of a controlling interest in the project licenses and prospecting licenses associated with the Khoemacau Copper Mine. MMG Limited obtained unconditional approvals of the acquisition from the Competition and Consumer Authority of Botswana and the State Administration for Market Regulation of the PRC on January 30, 2024 and December 25, 2023, respectively. The acquisition was ultimately completed on March 22, 2024. The Khoemacau Mine is a large, long-life copper mine located in northwest Botswana, in the emerging Kalahari Copperbelt. The Khoemacau Mine’s 4,040 km2 tenement package hosts the 10th largest African copper Mineral Resource by total contained copper metal and is one of the largest copper sedimentary systems in the world outside of the Central African Copperbelt.