Squire Patton Boggs has advised US-based, NYSE-listed Special Purpose Acquisition Company (SPAC) Metals Acquisition Corporation (NYSE:MTAL) (MAC) and its related party Metals Acquisition Limited (MAL) on a series of integrated transactions to acquire the CSA Copper Mine for a total consideration of US$1.1 billion (AU$1.6 billion).
The acquisition includes U$1 billion in up front, deferred and contingent cash consideration, US$100 million in scrip consideration in MAL and a 1.5% net smelter royalty on copper produced from the CSA Mine. The deal was funded in part via a US$205 million syndicated senior facility, a US$135 million mezzanine loan note provided by Sprott Resource Lending Corp., a US$75 million silver stream and US$75 million copper stream, each provided by Osisko Bermuda Limited and over US$280 million worth of private equity placements from public sources and junior debt providers (the CSA Transaction).
Simultaneously and inter-conditionally with the CSA Transaction, MAC also completed a cross border merger to redomicile to Jersey, merging with MAL on and from completion, and relisting on the New York Stock Exchange, making the CSA Transaction in combination with the multitude of varied finance streams one of the most complex acquisitions completed in recent years.
Completion represents the culmination of the CSA Transaction which commenced in 2022.
The Squire Patton Boggs deal team was led by Perth Corporate partner Chris Rosario, Neil Fearis (consultant), Connor McClymont (Corporate) and Mitch Reynolds (Real Estate) with support from the firm’s broader tax, mining and offtake, property, labour & employment, finance and corporate teams. The firm advised MAC on all aspects of the CSA Transaction and related transactions.
Speaking on the transaction, Mr. Rosario said: “We are proud to have led Metals Acquisition Corp through its historic acquisition of the CSA Copper Mine. Managing the combination of various deal streams, including a foreign law domiciliation merger, senior and mezzanine finance packages, metals streaming arrangements, private equity raise and Australian share acquisition was equally rewarding as it was complex.
“We see the novel structure of this transaction as a testament to the value of the asset and the capability of MAC’s tier one management team and Board. We look forward to continuing to work with Mick McMullen, Nev Power and the rest of the Metals Acquisition team as they take the CSA Copper Mine to new heights and establish the company as a premier copper producer”.
The CSA Mine is an established, high-grade producing copper mine with an estimated current mine life of approximately 15 years. CSA is a cornerstone asset for MAC who has achieved its stakeholder mandate to acquire a high-quality, mid-tier base metals producer. Following on from the completion of its initial business combination, MAC will utilise its experienced and expert management team, led by CEO Mick McMullen, to realise the full potential of the asset and establish itself as a key player in the global energy transition market.