Jones Day And Fasken Martineau Advise As The First Sells Disputed Congo Mines

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The Canadian miner First Quantum Minerals is selling its Congolese mines in a $1.25 billion deal that also resolves a three-year legal dispute between it, the company acquiring the mines, and also the Democratic Republic of Congo.

The Vancouver-based company has said on Thursday that it plans to sell its assets to Eurasian Natural Resource Corp. (ENRC) in a new deal that is expected to close by the end of February. The ENRC, which is a London-based miner, is acquiring the First Quantum’s state in the Kolwezi Tailings project and other mines that are also located in the Congo’s Katanga Province, for a starting payment of $750 million and a deferred payment of $500 million over the next three years, all of this is according to their announcement.

The deal’s closing is subject to what the announcement stamped as ”any required third-party consents and approvals.” It is also a contingent on the settlement of the two international arbitration that is related to the Congolese government’s 2009 cancellation of the First Quantum’s mining permits and their seizure of the mine.

  

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It was reported last July that the legal battle over the mines began with First Quantum filing a domestic claim against the Congolese government back in 2010 seeking to reverse the mining permit decision. The government won that round, with the local appeals court eventually giving a $12 billion judgment against First Quantum for damaging the Congo’s reputation with its suit.
First Quantum countered them by suing the Congolese government international court over in Paris in the same year, saying that the $12 billion judgment was retaliatory. Meanwhile, First Quantum was also fighting the cancellation of the permits via a second arbitration case at the International Centre for Settlement of Investment Disputes in Washington D.C.

Under the terms and the agreement the were announced on Thursday, the arbitration cases that were between First Quantum and the Congolese government are expected to be settled. According to the deal announcement, First Quatum also expects to settle their lawsuit with the Highwinds Group, which is an ENRC subsidiary, which started back in 2009 after ENRC took control of the mines in Congo in question by purchasing a majority state from the Congo’s government through Highwinds. It was reported back in September that a court in the British Virgin Islands, where First Quantum has filed its claims against Highwinds, had denied ENRC’s motion to completely dismiss the case and upheld First Quantum’s claim for $2 billion in damages.

Jones Day is now advising ENRC in connection with the agreement. The firm’s London-based team is led by capital markets partner Vica Irani and includes the business restructuring partner Sion Richards, the financial institutions litigation partner Harriett Territt, the tax partner Blaise Marin-Curtoud, and the international litigation partners Lee Coffey and Nicholas Cotter.