ACG Metals (LSE: ACG) has agreed to buy Blue Moon Metals’ (TSXV: MOON; Nasdaq: BMM) Norwegian business for $220 million (C$307 million) in shares, adding an Arctic copper project while its existing operation in western Türkiye faces a delayed ramp-up.
The acquisition includes about 95% of Nussir, an underground copper project under construction near Hammerfest in northern Norway. Blue Moon would receive about 8.85 million ACG shares, representing 28% of the enlarged company before dilution, under the agreement announced Tuesday.
“The combination of the Gediktepe operations in Türkiye and Blue Moon’s Norwegian assets is a transformational transaction that creates a fast-growing European copper champion with industry-leading free cash flow margins,” ACG chairman and CEO Artem Volynets said in a statement.
The purchase advances Volynets’ plan to build a copper producer through acquisitions, outlined in a 2024 TNM interview. But it adds another construction commitment just days after ACG disclosed that expanded tailings and water-management work had delayed commercial sulphide production at Gediktepe until early next year.
ACG shares traded 16% stronger at £16.50 late Tuesday in London, valuing the company at about £382 million ($513 million). Blue Moon traded 3.3% weaker at C$5.21 mid-Tuesday in Toronto, giving it a market value of about C$565 million.
Shareholder payout
Blue Moon intends to focus on its U.S. critical-minerals assets while retaining exposure to Norway through ACG. The consideration shares, priced at £18.70 each using ACG’s 30-day volume-weighted average, are expected to be distributed to Blue Moon shareholders within 12 months of closing.
No concurrent financing is required to complete the acquisition, although funding Nussir’s remaining construction costs is a separate requirement. Blue Moon will repay amounts drawn under its Nussir financing package at closing, the company said in its sale announcement.
ACG estimates $126 million remains to be funded at Nussir and is assessing financing proposals, potentially including refinancing its Nordic bonds.
The buyer reported financial net debt of $185 million at Sept. 30, comprising a $200-million Nordic bond less $15 million in cash and doré held at a refinery.
Turkish setback
Gediktepe, about 250 km south of Istanbul in Balıkesir province, was ACG’s first acquisition in its copper consolidation strategy. The mine has produced gold and silver while the company develops sulphide processing to recover copper and zinc.
Heavy rainfall and greater-than-expected volumes of unconsolidated material increased excavation requirements for tailings works fivefold, to about 6 million cubic metres, ACG said in its Oct. 29 update.
The processing plant has completed cold and hot commissioning, but the additional works have delayed the ramp-up. Tailings work is targeted for completion by year-end, weather permitting, with full commercial production expected in the first quarter of 2027.
ACG’s revised 2026 guidance covers only its oxide operation, which is processing existing stockpiles. Updated sulphide guidance is due next year.
Arctic development
Nussir targets first copper concentrate in the first half of 2028. ACG forecasts combined output exceeding 50,000 tonnes of copper equivalent annually over 2029–2033, including all of Nussir. The buyer aims to acquire the remaining minority interest within a year of closing.
The Norwegian portfolio also includes Ulveryggen and exposure to Sulitjelma. A proposed combination of Sulitjelma interests would leave Blue Moon Norway with about 30% of an enlarged business if completed before the acquisition; otherwise ACG would retain NSG, subject to the agreements.
Nussir’s permits remain valid, according to the companies, but its planned marine-tailings disposal has faced scrutiny.
In an August response, Blue Moon rejected short-seller Viceroy Research’s claim that a Norwegian court judgment concerning the separate Engebø project would lead to revocation of Nussir’s permit. Blue Moon said the judgment did not invalidate Nussir’s approvals.
Norway’s government would consider whether the judgment had implications for Nussir, Blue Moon acknowledged at the time. The company said it had received no notification of a comparable challenge against its subsidiary.
Closing conditions
Shareholders representing about 81% of ACG have committed to support the required resolutions, above the 75% threshold. Blue Moon shareholder approval is not required. Closing is targeted for Nov. 30, subject to exchange, regulatory and other conditions.
ACG forecasts combined annual asset-level earnings before interest, taxes, depreciation and amortization of $370 million and free cash flow of $267 million over 2029–2033. Those projections include all of Nussir, exclude corporate costs and financing, and do not represent cash available for shareholder distributions.