BHP GROUP LIMITED - Completion of Acquisition of Filo and JV with Lundin Mining

Completion of Acquisition of Filo and JV with Lundin Mining

BHP Group Limited
BHP Group Limited ABN 49 004 028 077
Registered in Australia
Registered Office: Level 18, 171 Collins Street Melbourne VIC 3000
Share code: BHG
ISIN: AU000000BHP4




Exchange release

15 January 2025

BHP and Lundin Mining complete the acquisition of Filo Corp. and
the formation of a 50/50 joint venture to progress the Filo del Sol
and Josemaria copper projects

Further to BHP's announcement on 30 July 2024, BHP Investments Canada Inc. (BHP Canada) and
Lundin Mining Corporation (Lundin Mining) have completed the acquisition of Filo Corp., a Toronto
Stock Exchange listed company (the Filo Acquisition). Filo Corp. owns 100% of the Filo del Sol (FDS)
copper project.

BHP Canada and Lundin Mining have also formed the Canadian-incorporated joint venture company,
Vicuña Corp. (the Joint Venture) to hold the FDS copper project and the Josemaria copper project
located in the Vicuña district of Argentina and Chile (together with the Filo Acquisition, the Transaction).
BHP Canada and Lundin Mining each own 50% of the Joint Venture.

Prior to completion, Lundin Mining owned 100% of the Josemaria project. At completion, BHP Canada
acquired a 50% interest in the Josemaria copper project from Lundin Mining. BHP Canada and Lundin
Mining then contributed their respective 50% interests in Filo Corp. and the Josemaria project into the
Joint Venture.

BHP's total cash payment for the Transaction was US$2.0 billion.

Mike Henry, Chief Executive Officer of BHP said:

"BHP is pleased to be partnering with Lundin Mining in the Vicuña Joint Venture, an exciting new copper
growth opportunity for both companies. Leveraging the complementary capabilities of Lundin Mining
and BHP, the development of Vicuña's projects aims to deliver substantial value to shareholders, as
well as to other stakeholders. The projects will be developed and will operate in line with international
industry standards.

BHP is one of the world's leading producers of copper, a metal essential to global economic growth,
the energy transition and to the rapidly growing demand for data centres to support the harnessing of
artificial intelligence."

Details of the Transaction

The Filo Acquisition was approved by Filo Corp shareholders on 26 September 2024 and the final court
order for the plan of arrangement has been obtained.

The total consideration for the Filo Acquisition was C$4.0 billion excluding the Filo shares already held
by Lundin Mining and BHP respectively. BHP Canada's share of the consideration for the Filo

Acquisition was C$2.0 billion (US$1.4 billion) in cash at C$33.00 per Filo Corp. share. Lundin Mining's
share of the consideration for the Filo Acquisition was C$877.8 million in cash and 94.1 million Lundin
Mining shares.

BHP Canada paid Lundin Mining US$690 million cash consideration for a 50% interest in the Josemaria
project.

The Joint Venture is governed by a joint venture shareholder agreement which is between BHP Canada,
a wholly-owned subsidiary of Lundin Mining, and Vicuña Corp. Vicuña Corp. will be the operator (acting
independently from BHP Canada and Lundin Mining) and will be responsible for the management of
the projects. BHP Canada and Lundin Mining will have equal voting rights on the Board of the Joint
Venture and as shareholders of the Joint Venture.

Authorised for release by Stefanie Wilkinson, Group General Counsel and Group Company Secretary.

Sponsor: J.P. Morgan Equities South Africa Proprietary Limited.




BHP Group Limited ABN 49 004 028 077
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 BHP Group Limited
 ABN 49 004 028 077
 LEI WZE1WSENV6JSZFK0JC28
 Registered in Australia
 Level 18, 171 Collins Street
 Melbourne
 Victoria 3000 Australia
 Tel: +61 1300 55 4757 Fax: +61 3 9609 3015
 BHP Group is headquartered in Australia


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BHP Group Limited ABN 49 004 028 077

Date: 16-01-2025 07:05:00
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