Blue Moon Announces Sale of Blue Moon Norway to ACG Metals Limited

Blue Moon Metals Inc. (MOON) has entered into a definitive share purchase agreement to sell 100% of its Norwegian subsidiary, Blue Moon Norway AS, to London-listed ACG Metals Limited. The transaction includes the construction-stage Nussir copper mine and the exploration-stage NSG property. The deal is structured as an all-share consideration valued at US$220 million, subject to customary adjustments for net debt, working capital, and intercompany items, with any adjustments settled in cash.

Under the terms of the agreement, Blue Moon will receive approximately 8,853,632 ACG Class A shares, based on an implied price of £18.70 per share derived from the 30-day volume-weighted average price. This stake represents 27.6% of ACG on a basic basis and 21.8% on a fully diluted basis. The ACG shares are subject to a six-month lockup, and the parties intend to distribute the shares to Blue Moon shareholders within 12 months of closing.

At closing, Blue Moon will use the proceeds to repay the drawn portion of the Nussir project finance package held by Hartree Partners and Oaktree Capital Management. The company states that existing cash and undrawn Elmet Group commitments total approximately US$125 million, and all U.S. critical metals assets will remain unencumbered by security interests. The sale allows Blue Moon to strategically refocus on bringing the Springer tungsten and Apex germanium-gallium mines into production by the end of 2027.

Skott Mealer, Blue Moon’s President and COO, is expected to join ACG’s board as an observer. The transaction received unanimous board approval and a fairness opinion from ATB Cormark Capital Markets, which determined the consideration was fair from a financial point of view. Canaccord Genuity is serving as the financial adviser. ACG shareholder approval is required, with 80.7% irrevocable support already secured against a 75.0% threshold. TSXV approval is also required, though Blue Moon shareholder approval is not. The deal is arms-length, involves no finders' fees, and requires no concurrent ACG financing. The parties anticipate closing by November 30, 2026.

Blue Moon Metals Inc. (MOON) has agreed to divest its flagship Nussir copper project in Norway to Antofagasta Copper Gold (ACG), a move that fundamentally alters the company’s strategic direction. The transaction concludes a multi-year effort to develop Nussir into a producing mine, a process that included a feasibility study in April projecting an after-tax net present value (NPV) of US$235 million and an internal rate of return (IRR) of 19%. The development timeline also saw a final investment decision in April, a C$156.25 million bought deal in April/May, an Engineering, Procurement, and Construction (EPC) award to MOMEK in June, and the receipt of final material permits that same month.

Under the terms of the deal, Blue Moon shareholders will receive paper in ACG, a smaller London Stock Exchange-listed company with an implied equity value of approximately £600 million. The consideration is subject to a six-month lockup, and while the companies have stated an intent to distribute the shares back to Blue Moon holders within 12 months, this is not a contractual certainty. The realized value for Blue Moon investors will depend on ACG’s share price at and after the time of distribution.

The valuation of the transaction is viewed as roughly fair, with ACG paper valued at US$220 million for an asset with a US$235 million base-case NPV. A fairness opinion supports this as reasonable, noting it is not a windfall for Blue Moon holders. The April feasibility figures are not restated in today’s release.

The deal significantly impacts Blue Moon’s balance sheet by removing the need to add debt or precious metal streams. It also retires the Hartree/Oaktree draw and leaves the company’s U.S. assets unencumbered. This development de-risks the earlier funding path, which had relied on a US$140 million project finance package and a possible streaming arrangement.

This divestiture aligns with a recent trajectory of narrowing the company’s portfolio. On October 30, Blue Moon terminated its acquisition of Ropa, which held 33 tungsten and antimony projects, and completed its continuance to Ontario. The combination of dropping Ropa and exiting Norway confirms a deliberate shift toward a U.S.-only portfolio, comprising the Springer, Apex, Blue Moon, and Turner projects. The company is effectively trading near-term copper production and cash flow for earlier-stage U.S. critical-metals optionality plus a minority stake in a copper producer.

Deal certainty is high on the ACG side, with 80.7% irrevocable commitments received against a 75% requirement. No vote is needed from Blue Moon shareholders, meaning the primary risk is not regulatory or approval-based but rather value capture, dependent on ACG’s share performance and the timing of any distribution. This event marks a company-defining change to the asset base, capital structure, and corporate story.

Blue Moon Metals Inc. (MOON) is a critical-metals developer operating brownfield projects in Norway and the United States, utilizing a "hub-and-spoke" model centered on the Springer processing complex in Nevada. The company is advancing six brownfield polymetallic projects: Nussir (Cu-Au-Ag) and NSG (Cu-Zn-Au-Ag) in Norway, alongside Blue Moon (Zn-Au-Ag-Cu), Springer (W-Mo), Apex (Ge-Ga-Cu), and Turner (Au-Cu-Zn-Ag) in the U.S. Following the transaction, the two Norwegian assets will be removed from the portfolio, concentrating value in the U.S. operations.

Prior to the transaction, the company’s flagship asset was Nussir, a construction-stage underground copper mine in Norway. An April 2026 feasibility study outlined a base mine life of approximately 13 years, with a 17-year opportunity case. The project targets a throughput of 6,000 tpd, with an after-tax NPV of US$235M at an 8% discount rate and an IRR of 19% at consensus pricing. Remaining capital requirements are estimated at roughly US$140-184M, based on figures from prior-period releases and the study.

Post-transaction, the flagship asset shifts to the Springer tungsten complex in Nevada, which is 100% owned. The site features a 1,200 tpd flotation mill with an APT circuit. The company is targeting a restart in Q4 2027, with APT production scheduled for H2 2028, supported by an investment package from Elmet/EQ Resources. Apex in Utah serves as the secondary U.S. growth asset.