China Nonferrous Mining Corporation Limited (01258) announced that on June 16, SM Minerals entered into a subscription agreement with AM shareholders, pursuant to which SM Minerals agreed to issue and allot subscription shares, and the company agreed to subscribe for such shares at the subscription price. The company will pay the subscription price through share subscription, acquiring a 10.5% stake in the issued share capital of SM Minerals. The subscription price will be primarily used for technical exploration and development work at the Benkala Mining Project. This strategy helps to reduce investment risks and effectively utilize the resources and expertise of SM Minerals. The subscription price amounts to US$11,763,850, and the company shall pay the amount to the escrow account or designated bank account of SM Minerals (as confirmed by SM Minerals, the company, and AM shareholders) in immediately available funds on the closing date in accordance with the subscription agreement. According to the subscription agreement, the three parties agree to use their best efforts to cooperate in good faith to negotiate and finalize the definitive agreements, including but not limited to entering into an option agreement for the company to further acquire an aggregate of 65% of the issued shares of SM Minerals from the original shareholders by the final date. The announcement by China Nonferrous Mining Corporation Limited outlined the contents of the preliminary agreement: the company, SM Minerals, and AM shareholders entered into preliminary agreements on November 20, 2024, January 24, 2025, and April 25, 2025, respectively, concerning the transfer of 5,265 shares of SM Minerals (representing 5% of the issued share capital of SM Minerals) for a consideration of US$5,000,000. The closing of the preliminary agreement was completed on May 16, 2025. Regarding the reasons and benefits of the acquisition, China Nonferrous Mining Corporation Limited stated: SM Minerals is registered at the Astana International Financial Centre (AIFC) in Kazakhstan and, through its subsidiaries, owns assets such as the Benkala North mining right (with copper metal reserves of approximately 1.5 million mt) and the Benkala South exploration right, meeting the conditions for large-scale mining. This investment provides an opportunity for the group to expand its business into the copper mining sector in Kazakhstan, optimize its mineral resource portfolio, and enhance its market position and competitiveness. The addition of copper resources will drive the optimization of the group's resource strategy and future growth, marking a crucial step for long-term development. By signing the preliminary agreement, subscription agreement, and option terms, the company hopes to achieve a controlling stake in SM Minerals in the future. China Nonferrous Mining Corporation Limited also announced on June 16 that its subsidiary, CNMC Hong Kong Holdings, signed the 2025 Gecamines Copper Cathode Purchase Agreement with Gecamines on June 16, 2025. The total value of the agreement is approximately US$67.03 million, for the purchase of 7,000 mt of high-grade copper cathode processed through the hydrometallurgical method by CNMC Huaxin. CNMC Hong Kong Holdings is a subsidiary of the company. Gecamines holds a 40% stake in the company's subsidiary, Kampombo Mining, and is a connected person at the subsidiary level of the company under the Listing Rules. Therefore, in accordance with Chapter 14A of the Listing Rules, the transactions proposed under the 2025 Gecamines Copper Cathode Purchase Agreement constitute connected transactions for the company. According to the 2024 annual report previously released by CNMC, the company achieved revenue of $3.817 billion in 2024, up 5.8% from $3.606 billion in 2023. Net profit was $558 million, up 46.2% from $381 million in 2023. Profit attributable to owners of the company was $399 million, up 43.6%. Basic earnings per share were approximately 10.34¢, an increase of approximately 2.91¢ from 7.43¢ in 2023. In the financial review, the cost of sales was $2.767 billion, up 1.4% from $2.729 billion in 2023, primarily due to increased sales of blister copper and copper anodes, as well as rising international copper prices. Gross profit was $1.049 billion, with the gross profit margin increasing from 24.3% to 27.5%. The company effectively controlled distribution and selling expenses, which decreased to $8.7 million. In terms of business segments, the hydrometallurgy and smelting segments performed well, with external sales revenue from the hydrometallurgy segment reaching $1.094 billion and from the smelting segment reaching $2.722 billion. Overall, despite a decline in the production of copper cathode and cobalt hydroxide, the overall revenue growth remained significant, primarily driven by rising copper prices and improved production efficiency. When commenting on CNMC's 2024 annual report and Q1 2025 results, Minsheng Securities stated that the company's net profit attributable to shareholders in 2024 reached a record high, mainly due to rising copper prices. In Q1 2025, the company's net profit attributable to shareholders increased significantly both YoY and QoQ, primarily due to rising copper prices and the normalization of copper production. Key highlights: ① Endogenous growth: CNMC's subsidiaries, including CNMC Africa Mining, CNMC Luanshya, and Chambishi Hydrometallurgy, will research and advance the following projects over the next 3-5 years: expansion of the Chambishi Southeast orebody, the new mine at CNMC Luanshya, the mining and beneficiation project at the Samba mine, and the production resumptions at the Gangpofu West orebody and MSESA orebody, indicating substantial room for endogenous growth. ② Extensive M&A: At the group level, to address horizontal competition, the DRC company and the Deziwa copper mine are expected to be injected into the publicly listed firm. ③ Rare high-dividend copper target. Risk warnings: Continuous decline in smelting and processing fees, decline in copper prices, and geopolitical risks. In its research report commenting on CNMC, Guosen Securities stated: Regarding core mines: In 2024, CNMC Africa Mining produced approximately 68,200 mt of copper anodes, down approximately 11% YoY; CNMC Luanshya produced approximately 44,400 mt of copper cathode, up approximately 2% YoY, and 4,159 mt of copper anodes, down approximately 47% YoY; Gangpofu Mining produced approximately 34,400 mt of copper cathode, up approximately 4% YoY. High Dividend Payout Ratio: The company plans to distribute a dividend of 4.2893¢ per share, with a total dividend amount of approximately $167 million, accounting for 42% of the company's net profit attributable to shareholders in 2024. The company has maintained a dividend payout ratio of over 40% for four consecutive years since 2020, with its dividend payout ratio and dividend yield ranking among the leading levels in the industry. The company's captive mine is expected to gradually increase its annual copper production to approximately 300,000 mt in the medium and long term. Risk Warnings: Risk of mineral product selling prices not meeting expectations, risk of the company's project construction progress not meeting expectations, and risk of changes in policies related to mineral resources in overseas countries.

On June 17, the share price of China Nonferrous Mining Corporation Limited (CNMC) rose. As of 14:29 on June 17, CNMC's shares increased by 2.03%, closing at HK$7.03 per share. On June 16, CNMC (01258) announced that its subsidiary, CNMC (Hong Kong) Holdings Limited, had signed the 2025 Gecamines Copper Cathode Purchase Agreement with Gecamines on June 16, 2025. The total contract value was approximately $67.03 million, involving the purchase of 7,000 metric tons of high-grade copper cathode processed by CNMC Huaxin Hydrometallurgy. CNMC (Hong Kong) Holdings Limited is a subsidiary of the company. Gecamines holds a 40% stake in the company's subsidiary, Kambove Mining, and is considered a connected person at the subsidiary level under the Listing Rules. Therefore, the transactions proposed under the 2025 Gecamines Copper Cathode Purchase Agreement constitute connected transactions of the company under Chapter 14A of the Listing Rules. According to CNMC's announcement, as one or more of the applicable percentage ratios in relation to the transactions proposed under the 2025 Gecamines Copper Cathode Purchase Agreement, when considered on a standalone basis, exceed 0.1% but are all below 5%, these transactions are subject to the reporting, annual review, and announcement requirements under Chapter 14A of the Listing Rules and are exempt from the requirement for independent shareholders' approval. Under Rule 14A.81 of the Listing Rules, if a series of connected transactions are all conducted within the same 12-month period or are interrelated, these transactions must be aggregated and treated as a single transaction. The transactions proposed under the 2025 Gecamines Copper Cathode Purchase Agreement are similar in nature to previous transactions and must be aggregated. When aggregated with previous transactions, all applicable percentage ratios for the transactions proposed under this agreement exceed 0.1% but are below 5%. Therefore, these transactions are subject to the reporting and announcement requirements under Chapter 14A of the Listing Rules and are exempt from the requirement for independent shareholders' approval. The key terms of the agreement include the agreement period from June 16, 2025, to December 31, 2025. Pricing: The price per metric ton for the copper cathode sold under the 2025 Gecamines Copper Cathode Purchase Agreement shall be determined by reference to the average price during the agreed quotation period (i.e., the month following the delivery month, hereinafter referred to as the "Quotation Period"). This price is calculated by deducting a discount of $425 per metric ton from the daily cash seller's quotation for Grade A copper on the London Metal Exchange during the Quotation Period, after fair negotiations between the contracting parties. Therefore, the total market value of the copper cathode is approximately $70,000,000 (before deducting the discount). Payment: The payment for the 2025 Gecamines Copper Cathode Purchase Agreement shall be made by CNMC (Hong Kong) Holdings Limited to Gecamines' designated account via telegraphic transfer within five (5) working days after the delivery of the copper cathode. Delivery Period: CNMC Hong Kong Holdings Limited is required to appoint a carrier to dispatch trucks to Gécamines' plant for cargo loading within ten (10) days from the date Gécamines provides the goods. Regarding the reasons for this transaction, the announcement by China Nonferrous Mining Corporation Limited (CNMC) indicates that the copper cathode purchased under the 2025 agreement will meet the demand for copper cathode from CNMC Hong Kong Holdings Limited and its customers. The Board believes that entering into this agreement is beneficial to the Group and aligns with the Group's business and commercial objectives. The agreement was negotiated on a one-off basis, taking into account the recent demand for copper cathode and the market supply and demand conditions at the time of signing. As of the announcement date, the Group has no plans to purchase copper cathode from Gécamines on an annual basis. If the Company plans to engage in continuous daily transactions with Gécamines in the future, it will comply with all applicable provisions of the Listing Rules. When commenting on CNMC's 2024 annual report and 2025 Q1 results, Minsheng Securities stated: "Historical best annual net profit attributable to shareholders, with expectations for sustained growth in self-produced copper." On April 25, 2025, the Company released its 2024 annual report and 2025 Q1 results. In 2024, the Company achieved revenue of $3.817 billion, up 5.8% YoY, and a net profit attributable to shareholders of $399 million, up 43.6% YoY. On a quarterly basis, the Company achieved a net profit attributable to shareholders of $85 million in 2024Q4, up 273.9% YoY and down 11.1% MoM; in 2025Q1, the Company achieved a net profit attributable to shareholders of $123 million, up 46% YoY and up 46% QoQ. The 2025Q1 results exceeded market expectations. The record-high net profit attributable to shareholders in 2024 was mainly due to the rise in copper prices. ① Production: Affected by the change of service providers and tight power supply in the DRC, the self-produced copper output declined slightly YoY. In 2024, the Company's production of blister copper and copper anode/copper cathode/sulphuric acid was 28.6/12.6/1.056 million mt, with YoY changes of +0.1%, -11.4%, and +10.5%, respectively. Among them, self-produced blister copper and copper anode/copper cathode were 7.77/81,500 mt, down 11.4% and 0.2% YoY, respectively. The total self-produced copper ore was 159,000 mt, down 6% YoY. The decrease in self-produced blister copper and copper anode output was mainly due to a 10.9% YoY decline in CNMC Nonferrous Mining's copper output to 68,000 mt, as the change of underground mining service providers in H1 affected the production of sulphide ore. From a quarterly production perspective, Q2-Q4 had recovered to a level of 17,000-18,000 mt per quarter. In addition, although self-produced copper cathode production remained basically flat, the production of copper cathode from externally purchased oxide ore decreased, leading to a YoY decline in total copper cathode output, mainly due to production losses at Huaxin Hydrometallurgy and Huaxin Mabende caused by power shortages in the DRC. ② Sales: Production and sales were basically balanced. It is worth noting that cobalt production was only 633 mt, down 49.6% YoY, possibly due to the prolonged downturn in cobalt prices. ③ Unit Price: Rising copper prices contributed to profit growth. ④ Cost: Cost control was strong, with overall costs remaining stable. ⑤ Lightly Equipped with Excellent Asset Quality. In Q1 2025, the company's net profit attributable to shareholders increased significantly both YoY and QoQ, mainly due to the rise in copper prices and the normalization of copper production. ① Production: In Q1 2025, the company's production of blister copper and copper anode/copper cathode/sulphuric acid was 10.97/3.50/271,400 mt respectively. Among them, the production of blister copper and copper anode, and sulphuric acid was basically flat YoY, while the production of copper cathode increased by 8% YoY. This was mainly because the production of copper cathode at Huaxin Mabende and Huaxin Hydrometallurgy, two hydrometallurgical smelters in the DRC, increased by 49% and 20% YoY respectively. The increase in production was due to the company's efforts to ensure power supply through multiple measures such as constructing PV power generation and diesel power generation facilities. The self-produced blister copper and copper anode (CNMC Luanshya + CNMC Nonferrous Mine + Chambishi Hydrometallurgy)/copper cathode (CNMC Luanshya + Chambishi Hydrometallurgy + Gambowe Mining) were 21,400/21,700 mt respectively, increasing by 22.4% and decreasing by 3.7% YoY respectively. The total self-produced copper ore was 43,000 mt, up 7.7% YoY. The increase in self-produced blister copper and copper anode production was mainly due to the 26.7% YoY increase in copper production at Chambishi Copper Mine of CNMC Nonferrous Mine, as the low base caused by the replacement of mine service providers in the same period last year affected production, which has now returned to normal this year. ② Unit Price: In Q1 2025, the prices of copper and cobalt were 77,300 yuan/mt and 170,000 yuan/mt respectively, changing by +11.3% and -17.1% YoY, and increasing by 2.4% and 4.6% QoQ respectively. The long-term contract TC for 2025 was $21.25/mt. The vast majority of the company's smelter raw materials come from copper concentrates locked in through long-term contracts. However, due to successful negotiations on freight sharing, the decline in some of the TC was offset, so the impact of the decline in smelting processing fees on the company was less than that on domestic companies. Core Highlights: ① Endogenous Growth: CNMC Africa Mining, CNMC Luanshya, and Chambishi Hydrometallurgy, subsidiaries of the company, will research and promote the following projects in the next 3-5 years: the expansion of the Chambishi Southeast Orebody, the new mine of CNMC Luanshya, the mining and beneficiation project of the Samba Mine, and the production resumptions of the Gambowe West Orebody and MSESA Orebody, indicating significant endogenous growth potential. ② Outward Mergers and Acquisitions: At the group level, to address horizontal competition issues, the DRC company and Deziwa Copper Mine are expected to be injected into the publicly listed firm. ③ Scarcity of High-Dividend Copper Targets. Risk Warnings: Continuous decline in smelting processing fees, decline in copper prices, and geopolitical risks. Guosen Securities commented on CNMC Mining in its research report, stating: Core Mines: In 2024, CNMC Africa Mining produced approximately 68,200 mt of copper anode, down about 11% YoY; CNMC Luanshya produced approximately 44,400 mt of copper cathode, up about 2% YoY, and 4,159 mt of copper anode, down about 47% YoY; Gambowe Mining produced approximately 34,400 mt of copper cathode, up about 4% YoY. High Dividend Payout Ratio: The company plans to distribute a dividend of 4.2893¢ per share, with a total dividend amount of approximately $167 million, accounting for 42% of the company's net profit attributable to shareholders in 2024. The company has maintained a dividend payout ratio of over 40% for four consecutive years since 2020, with its dividend payout ratio and dividend yield ranking among the leading levels in the industry. The company's captive mine is expected to gradually increase its annual copper production to approximately 300,000 mt in the medium and long term. Risk Warnings: Risk of mineral product selling prices not meeting expectations, risk of the company's project construction progress not meeting expectations, and risk of changes in policies related to mineral resources in overseas countries.

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