ACG Metals on Tuesday announced a $220m all-share deal to acquire 100% of Blue Moon Norway, which owns a 94.52% stake in the "construction-stage" Nussir copper mine project.
The London-listed owner of the Gediktepe copper-gold-silver mine in Türkiye, which is completing a transition from oxide to sulphide production after producing first copper concentrate on 31 August and targeting full commercial output in the first quarter of 2027.
The deal adds a second cornerstone project: Nussir, an underground copper mine near Hammerfest in northern Norway, under construction and targeting first concentrate in the first half of 2028, with all permits in place.
Nussir is expected to average approximately 18,400 tonnes of copper-equivalent production a year between 2029 and 2033 on a 100% basis, which would take combined output with Gediktepe above 50,000 tonnes annually once both are in steady state.
ACG will hold 94.52% of Nussir at completion and expects to consolidate to full ownership within 12 months.
The $220 million consideration equates to roughly 0.59 times the $375 million broker consensus net asset value attributed to the Norwegian portfolio, and ACG said the transaction is expected to be immediately accretive to net asset value per share on completion, before accounting for synergies.
Consideration shares will be issued at £18.70 each, the 30-trading-day volume-weighted average price as of 30 October, with approximately 8.85 million shares going to Blue Moon, representing approximately 27.6% of ACG's enlarged share capital on an undiluted basis.
A transformation transaction
"The combination of the Gediktepe operations in Türkiye and Blue Moon's Norwegian assets is a transformational transaction that creates a fast-growing European copper champion with industry-leading free cash flow margins," said Artem Volynets, ACG's chairman and chief executive.
Around $84 million of Nussir's initial capital expenditure will have been spent by completion, leaving $126 million still to fund; ACG said it is assessing several proposals to cover the balance, potentially including refinancing of Blue Moon's existing bonds.
Read more about ACG Metals
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Over 2029 to 2033, Gediktepe and 100% of Nussir are together expected to generate asset-level EBITDA averaging approximately $370 million a year and asset-level free cash flow averaging approximately $267 million a year, figures that exclude corporate costs and financing and are not cash available for distribution to shareholders.
Completion requires ACG shareholder approval to issue the consideration shares without pre-emption rights, with irrevocable support undertakings already covering approximately 80.7% of issued share capital, alongside in-country regulatory approvals, repayment of an existing Hartree loan and release of associated credit support.
ACG also intends to seek an additional North American listing within 12 months of completion and a transfer to the FCA's commercial companies listing category in the first half of 2027, a move intended to support eligibility for the FTSE UK Index Series including the FTSE 250, subject to FTSE Russell's free-float and liquidity requirements.