MMG Limited (MMG) disclosed that its Botswana subsidiary, Khoemacau Copper Mining, signed two material agreements on 23 June 2026 to advance the Khoemacau mine expansion. The transactions—classified as connected under Hong Kong’s Listing Rules—total US$252.70 million and carry 24-month terms beginning the signing date.
Supply Agreement • Counterparties: Khoemacau Copper, MCC23 (connected person) and MCC15 (independent). • Scope: MCC23 supplies concrete and box-cut materials; MCC15 supplies remaining processing-plant materials. • Consideration: US$76.30 million to MCC23 and US$30.80 million to MCC15, aggregating US$107.10 million (about HK$835.30 million). • Payment structure: up to 85 % payable progressively, 10 % on practical completion and 5 % post-warranty; advance-payment securities of US$9.10 million (MCC23) and US$7.50 million (MCC15) are in place.
Second Construction Agreement • Counterparties: Khoemacau Copper, MCC23 Botswana (connected person) and MCC15 Botswana (independent). • Scope: MCC23 Botswana undertakes further construction of the processing plant and box-cut infrastructure; MCC15 Botswana focuses on processing-plant works. • Consideration: US$104.50 million to MCC23 Botswana and US$41.10 million to MCC15 Botswana, totalling US$145.60 million (about HK$1.14 billion). • Payment structure: up to 80 % settled monthly on a pro-rata basis, 5 % on practical completion, 10 % as final settlement and 5 % after the warranty period. Advance-payment securities of US$12.70 million (MCC23 Botswana) and US$6.90 million (MCC15 Botswana) plus performance securities of US$6.30 million and US$4.10 million, respectively, have been arranged.
Regulatory and governance context MCC23 and MCC23 Botswana are wholly owned by entities controlled by China Minmetals Corporation, MMG’s ultimate controlling shareholder, rendering both counterparties connected persons. With certain percentage ratios exceeding 0.1 % but below 5 %—even after aggregating a prior US$31.50 million First Construction Agreement announced on 19 March 2026—the latest transactions require announcement, reporting and annual review but not independent shareholders’ approval under Chapter 14A of the Listing Rules. Interested directors abstained from voting.
Vendor selection and strategic rationale Khoemacau Copper shortlisted six qualified bidders from an initial field of twelve, applying a 60 % weighting to price and 40 % to capability, safety, quality and logistics. MCC23 and MCC15 achieved the highest composite scores. Management and independent non-executive directors concluded that the negotiated terms are on normal commercial footing and in shareholders’ best interests, ensuring timely delivery of essential materials and services for the mine’s processing-plant expansion and supporting infrastructure.