ACG Secures $290M Deal for Reverse Takeover of Turkey Mine

In a strategic move, ACG has signed a definitive agreement to acquire Polimetal Madencilik Sanayi ve Ticaret A.S. ("Polimetal"), a subsidiary of Çalik Holding, for $290 million. This acquisition includes the total shares of Polimetal's shares and associated financing for the expansion of its sulphide mining project. Polimetal is the holder of mining rights and operator of the Gediktepe mine in Turkey, positioning ACG as a leading copper miner on the London Stock Exchange.

ACG has secured full funding for both the upfront transaction consideration and the sulphide expansion project, thanks to commitments and term sheets. The financing package includes $135 million in senior debt and equity from a prominent global mining private equity fund, up to $25 million in mezzanine debt and equity from Traxys Europe SA, and an additional $60 million in equity from investors led by ACG’s co-sponsors and a notable European family office. Additionally, Lidya will become ACG’s strategic industrial partner, acquiring a 30% shareholding upon completion and gaining the right to appoint a director to ACG’s Board.

The Gediktepe Mine, an operational open-pit facility situated in the Bigadiç district of Balikesir province in Western Türkiye, currently produces gold and silver from oxide ore. It is set to shift to primary copper and zinc production starting in 2026, following the completion of a fully permitted sulphide expansion project. This expansion is targeted to reach a stable production capacity of 25 thousand tonnes of copper equivalent per year for the initial 11 years of operation.

Upon finalizing the transaction, ACG will enter into a fixed-price, turn-key $145 million EPC contract with GAP INSAAT, a subsidiary of Çalik Holding. GAP INSAAT will oversee the timely delivery of the sulphide expansion project and will bear any cost overruns. Additionally, ACG will establish a long-term strategic partnership with GAP INSAAT, which will provide opportunities for ACG to submit tenders for future capital expenditure and operational contracts.

Following the transaction's completion, the Company will undergo a rebranding to ACG Metals, integrating with the Target to create a new entity referred to as the "Enlarged Group." This transformation positions ACG Metals to offer investors significant exposure to the growing demand for copper, driven by global economic trends and industry needs. With high-caliber management and governance in place, ACG Metals will operate as a London-listed company, dedicated to leveraging opportunities for growth and consolidation within the copper mining sector. The strategic vision includes expanding and optimizing copper mining assets worldwide, ensuring robust long-term value and market presence.

Artem Volynets, Chairman and CEO of ACG, expressed pride in acquiring the Gediktepe mine, highlighting its successful gold and silver production and its promising copper potential. He emphasized that this acquisition aligns with ACG’s growth strategy and commitment to operational excellence. Volynets also noted the importance of the partnership with Lidya, which shares ACG’s vision for long-term development in mining. This move positions ACG Metals as a leading copper producer on the London Stock Exchange, leveraging the mine's strong foundation to further consolidate global copper assets amid rising demand.