BHP – Acquisition of Filo Corp and joint venture with Lundin Mining

BHP and Lundin Mining Corporation (Lundin Mining) have agreed to jointly acquire 100% of Filo Corp., a Toronto Stock Exchange (TSX) listed company, through a Canadian plan of arrangement (Filo Acquisition). Filo Corp. owns 100% of the Filo del Sol (FDS) copper project.

BHP and Lundin Mining have also agreed to form a 50/50 joint venture to hold the FDS and Josemaria projects (Joint Venture) located in the Vicuña district of Argentina and Chile

(together with the Filo Acquisition, the Proposed Transaction). Lundin Mining owns 100% of the Josemaria project. The Joint Venture will create a long-term partnership between BHP and Lundin Mining to jointly develop an emerging copper district with world-class potential.

BHP’s total cash payment for the Proposed Transaction is expected to be approximately

US$2.1 billion.

Mike Henry, Chief Executive Officer of BHP said: “The proposed transaction builds on a multi-year relationship between BHP and the Lundin Group of companies through which we have developed a strong understanding of the resource potential of the Vicuña district and the possible pathways for development of the Filo del Sol and Josemaria projects.

This transaction aligns with BHP’s strategy to acquire attractive early-stage copper projects and enter into strategic partnerships with parties where complementary skills and experience can deliver long-term economic and social value.

The joint venture with Lundin Mining will advance the development of the Vicuña district, which offers the potential to become a major contributor to the economy of Argentina for decades to come. At the same time, by partnering with Lundin Mining, BHP is continuing to invest in the growth of a robust mining sector in Canada.”