MAC Copper to Join Harmony Gold in $1.03B Deal with 32% Shareholder Premium
MAC Copper Limited has entered a binding agreement for acquisition by Harmony Gold, offering shareholders a compelling 32% premium and signalling a major consolidation in the copper mining sector.
- Harmony Australia to acquire 100% of MAC Copper via Jersey scheme
- Shareholders to receive US$12.25 per share, a 32% premium to 30-day VWAP
- Transaction values MAC at approximately US$1.03 billion
- Unanimous MAC board recommendation and key shareholder support
- Transaction subject to limited regulatory and contractual conditions
A Definitive Deal in Copper Mining
MAC Copper Limited (ASX: MAC, NYSE: MTAL) has formalised a significant step in its corporate journey by entering into a binding scheme implementation deed with Harmony Gold Mining Company Limited. Under this agreement, Harmony Australia, a wholly owned subsidiary of Harmony Gold, will acquire all issued shares of MAC through a Jersey law scheme of arrangement. This transaction values MAC at an estimated US$1.03 billion, reflecting a substantial premium to recent trading prices.
The agreed cash consideration of US$12.25 per MAC share represents a 32.1% premium to the 30-day volume weighted average price on the NYSE and a 20.7% premium to the last closing price. This premium underscores Harmony’s confidence in MAC’s assets and operational outlook, particularly the CSA Copper Mine in New South Wales.
Strong Board and Shareholder Backing
The MAC board has unanimously recommended the scheme to shareholders, highlighting the transaction as a compelling opportunity to realise value and de-risk investments. Notably, MAC’s directors, who collectively hold 2.4% of shares, intend to vote in favour, alongside key institutional shareholders controlling an additional 20.1%. This broad support signals a high likelihood of shareholder approval when the scheme meeting is convened, expected in the fourth quarter of 2025.
Harmony’s offer is not contingent on financing or due diligence, which provides a degree of certainty rare in transactions of this scale. However, the scheme remains subject to limited conditions, including approvals from Australia’s Foreign Investment Review Board and the South African Reserve Bank, as well as restructuring of existing streaming and royalty agreements with Osisko Bermuda Limited and Glencore Operations Australia.
Operational and Strategic Implications
MAC’s CEO Mick McMullen emphasised the transaction as a strong endorsement of the company’s operational improvements and strategic positioning. Harmony’s stewardship is expected to benefit not only the mine’s future development but also the broader Cobar community. The acquisition aligns with Harmony’s ambition to expand its copper footprint in Australia, complementing its Eva Copper Project in Queensland.
Harmony will assume MAC’s existing senior debt and contractual obligations, including streaming and royalty agreements, which are being restructured to facilitate the acquisition. The transaction also includes provisions for directors’ and officers’ insurance and indemnities, ensuring continuity and risk management post-acquisition.
Next Steps and Market Outlook
MAC shareholders are not required to take immediate action. A detailed scheme circular will be dispatched in September 2025, providing comprehensive information ahead of the shareholder meeting. Upon shareholder and court approval, the scheme is expected to be implemented shortly thereafter, with MAC shares delisted from the NYSE and ASX.
This acquisition marks a pivotal moment for MAC Copper, offering shareholders a premium exit and positioning Harmony Gold as a more significant player in the Australian copper sector. Market participants will be closely watching the regulatory approvals and any potential competing proposals that could emerge before the scheme meeting.
Bottom Line?
As MAC Copper moves toward Harmony Gold’s full ownership, the market awaits regulatory green lights and shareholder endorsement to confirm this transformative deal.
Questions in the middle?
- Will any competing proposals emerge before the scheme meeting?
- How will the restructuring of streaming and royalty agreements impact post-acquisition operations?
- What are the implications for MAC’s workforce and local community under Harmony’s ownership?
