Exhibit 99.1
25 August 2025
APPENDIX 4D
HALF YEAR ENDED 30 JUNE 2025
ST. HELIER, Jersey - (BUSINESS WIRE) – MAC Copper Limited (NYSE: MTAL; ASX:MAC)
The Directors of MAC Copper Limited ARBN 671 963 198 (NYSE: MTAL; ASX: MAC), a private limited company incorporated under the laws of Jersey, Channel Islands (“MAC” or the “Company”) are pleased to provide the Appendix 4D and the Half Year Report, for the half year ended 30 June 2025.
The Appendix 4D and the Half Year Report, comprising this page and the following 19 pages, constitutes the half year end financial information given to the ASX under Listing Rule 4.2A and should be read in conjunction with the Financial Report for the year ended 31 December 2024.
The Appendix 4D and Half Year Report have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (IASB), with a reconciliation of any non-IFRS measure. The functional currency of the majority of the Company’s operations is United States dollars and, unless otherwise defined in this report, $, USD and US$ amounts are in United States dollars and A$ are in Australian dollars.
Current reporting period: 6 months ended 30 June 2025 (HY25)
Previous corresponding reporting period: 6 months ended 30 June 2024 (HY24)
Results for the announcement to the market
Movement | HY25 | HY24 | ||||||
| Change |
| % |
| US$’000 |
| US$’000 | |
Revenue from ordinary activities |
| Decrease |
| 10 | % | 163,228 |
| 182,160 |
Net loss from ordinary activities after tax (NPAT) attributable to members |
| Decrease |
| 25 | % | (76,686) |
| (102,169) |
Underlying EBITDA1 |
| Decrease |
| 10 | % | 81,220 |
| 90,569 |
1 See “Non-IFRS financial information” and refer to table 2 for the reconciliation of Underlying EBITDA
Distributions
There were no dividends paid to shareholders during this reporting period (HY24: Nil). There is no final dividend declared or proposed for the half year ended 30 June 2025 (HY24: Nil).
Net tangible assets
| 30 June 2025 |
| 30 June 2024 | |
$ Net tangible assets per share |
| 5.81 |
| 5.90 |
Contacts
Mick McMullen | Morné Engelbrecht |
This announcement is authorised for release by the Board of Directors.
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 2 |
JUNE 2025 HALF YEAR FINANCIAL RESULTS
RECORD DAILY PRODUCTION2, RECORD QUATERLY C1 COSTS AND OPERATING FCF
HIGHLIGHTS
During the half year ended 30 June 2025, we delivered record production and earnings generation while making strong progress towards our strategic goals.
Material improvement in safety performance
● | Decrease in TRIFR to 6.9 in June 2025 from a TRIFR of 14.4 recorded in June 2024 and a TRIFR of 10.9 in December 2024 |
● | MAC continues to embed its culture of heightened awareness and focus on safety against the backdrop of a material transaction |
Record daily copper production with improved grade
● | 19,231 tonnes of copper produced in HY25, with a record daily copper production under MAC ownership of 385 tonnes achieved in June 2025 |
● | Average 4.3% Cu grade achieved, representing an increase of ~13% compared to H1 FY24, with 6.2% Cu grade achieved in June 20253 |
● | C1 cash cost4 of US$1.67/lb achieved in HY25, representing a decrease of ~19% compared to HY24 of US$2.08/lb, with US$0.94/lb achieved in June 20253 |
● | Total cash cost4 of US$2.30/lb in HY25, representing a decrease of ~20% decrease to HY24 of US$2.89/lb |
● | July 2025 copper production of ~5,610 tonnes at a feed grade of 6.2% |
Refinance leads to increased liquidity, flexibility and balance sheet strength
● | Operational Cashflow of ~US$65 million for HY25, representing an increase of 18% compared to HY24 of ~US$55 million |
● | Cash and cash equivalents of US$102 million (~A$156 million)5 after completion of refinance |
● | Liquidity of ~US$196 million, including ~US$11.1 million outstanding Quotational Period receipts, ~US$18.2 million of unsold concentrate and ~US5.5 million strategic investment in Polymetals (“POL”) |
● | New facilities (US$159 million term loan and US$125 million revolving facility) in place from 13 March 2025 |
● | Reducing the average weighted cost of debt by ~30%6 to approximately ~6.85% (variable rate) |
● | A revised Rehabilitation Cost Estimate (“RCE”) submitted to the NSW Regulator resulted in a reduction of ~A$4 million in the RCE as progressive rehabilitation continues |
Glencore contingent consideration
● | Based on the average daily LME closing price of copper for the last 18-months, the condition of the first contingent payment of US$75 million to Glencore was satisfied subsequent to the half year end in August 2025 |
● | The CMPL Share Sale Agreement (and current applicable financing documents) recognise that the contingent is not payable before 16 June 2026, other than from free cashflow and after satisfaction of all operating costs and debt servicing |
2 Record production referencing the record daily production in June 2025 of the CSA Copper Mine under MAC ownership
3 Refer to ASX and NYSE release ‘June 2025 Quarterly Report’ dated 24 July 2025
4 See “Non-IFRS financial information” and refer to table 5 for the reconciliation of C1 cash cost
5 Converted at USD:AUD exchange rate of 0.655 as at 30 June 2025
6 Comparing the previous weighted average interest cost of ~9.72% to the new all-in interest rate of ~6.85% - the new interest rate is linked to SOFR and a leverage margin grid
Targeting copper production of >50ktpa by 2026
● | Underground capital development of 1,891 metres, representing an increase of ~107% compared to HY24 of 915 metres |
● | Merrin Mine – 740 metres of development completed in HY25 with POL’s recommissioning of its Endeavour concentrator providing a processing pathway for the Merrin zinc ore |
● | Ventilation project – 904 metres of development completed in HY25, progressing in line with plan |
● | Growth capital of ~US$14.9 million for HY25 with ramp up of projects underway with capital expenditure guidance maintained |
Summary of financial results
HY25 | HY24 | Change |
| ||||||
| US$’000 |
| US$’000 |
| US$’000 |
| % |
| |
Statutory financial measures | |||||||||
Revenue |
| 163,228 |
| 182,160 |
| (18,932) |
| (10) | % |
Income from operations - before net finance expenses and income tax expense |
| 29,928 |
| 46,019 |
| (16,091) |
| (35) | % |
Net loss for the period - after tax (NPAT) |
| (76,686) |
| (102,169) |
| 25,483 |
| (25) | % |
Basic and diluted loss per ordinary share (US$per share) |
| (0.93) |
| (1.56) |
| 0.63 |
| (41) | % |
Non-statutory measures |
| US$’000 |
| US$’000 |
| US$’000 |
|
| |
Underlying EBITDA7 |
| 81,220 |
| 90,569 |
| (9,349) |
| (10) | % |
C1 cash cost (US$/lb)8 |
| 1.67 |
| 2.08 |
| (0.41) |
| (19) | % |
Total cash cost (US$/lb)9 |
| 2.30 |
| 2.89 |
| (0.59) |
| (20) | % |
MAC Copper Limited’s CEO, Mick McMullen, said:
“Our team has built on the positive momentum achieved on safety with a further reduction in not only the total incidents recorded, but also the severity of these incidents during the half year with TRIFR reducing to 6.9, down from 10.9 recorded at the end of 2024. This is a remarkable effort considering the disruptive impact the Harmony Transaction had on site in the lead up to and immediately after announcement and I want to thank all of our people for continuing to focus on the job at hand throughout this period.
As noted in previous announcements, copper production is driven by a small number of large-tonnage, high-grade stopes and the timing of when these are sequenced in the year. Mining these higher-grade stopes in the second quarter resulted in the operations again performing at record levels under MAC’s ownership, including a record-breaking 385 tonnes of copper produced in one day, and we ended the half year with a total production of 19,231 tonnes at an average grade of 4.3% Cu.
Our C1 for HY25 decreased by circa 19% compared to HY24, with the C1 for the month of June 2025 also setting a new record low of US$0.94/lb under MAC ownership with around 5,556 tonnes of copper being produced in the month, at a grade of 6.2%, again showcasing the low-cost nature of the CSA Copper mine.
We made great progress on delivering on our growth strategy, supported by our two key growth projects which include the expansion of the mine to include the new Merrin Mine and bringing the Capital Vent project online by Q4 2025 and Q3 2026 respectively. We completed 1,891 metres of underground development during HY25, with 1,196 for the second quarter, another record under MAC ownership.
We further strengthened our balance sheet on the back of the successful amendment to our debt facilities We ended HY25 with circa US$102 million in cash.
7 See “Non-IFRS financial information” and refer to table 2 for the reconciliation of Underlying EBITDA
8 See “Non-IFRS financial information” and refer to table 5 for the reconciliation of C1 cash cost
9 See “Non-IFRS financial information” and refer to table 6 for the reconciliation of Total cash cost
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 4 |
We progressed the Harmony Transaction with the announcement of the completion of key conditions precedent recently as announced with further updates to come. The Transaction presents a great outcome for all stakeholders in the CSA Copper Mine, who will benefit from the stewardship of a well-respected and high-quality operator in Harmony. Alongside my fellow directors, I have no hesitation in supporting the Transaction, in the absence of a superior proposal. ”
IMPORTANT INFORMATION AND DISCLAIMER
Estimates of Mineral Resources and Ore Reserves and Production Target
This release contains estimates of Ore Reserves and Mineral Resources as well as a Production Target. The Ore Reserves, Mineral Resources and Production Target are reported in MAC’s ASX Announcement dated 24 February 2025 titled ‘2024 Resource and Reserve Statement and Production Guidance’ (the R&R Announcement). The Company is not aware of any new information or data that materially affects the information included in the R&R Announcement, and that all material assumptions and technical parameters underpinning the estimates or Ore Reserves and Mineral Resources in the R&R Announcement continue to apply and have not materially changed. The material assumptions underpinning the Production Target in the R&R Announcement continue to apply and have not materially changed. It is a requirement of the ASX Listing Rules that the reporting of ore reserves and mineral resources in Australia comply with the JORC Code. Investors outside Australia should note that while exploration results, mineral resources and ore reserves estimates of MAC in this presentation comply with the JORC Code, they may not comply with the relevant guidelines in other countries and, in particular, do not comply with (i) National Instrument 43-101 (Standards of Disclosure for Mineral Projects) of the Canadian Securities Administrators; or (ii) the requirements adopted by the Securities and Exchange Commission (SEC) in its Subpart 1300 of Regulation S-K. Information contained in this presentation describing mineral deposits may not be comparable to similar information made public by companies subject to the reporting and disclosure requirements of Canadian or US securities laws.
Forward Looking Statements
This release includes “forward-looking statements.” The forward-looking information is based on the Company’s expectations, estimates, projections and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management of the Company believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect. Assumptions have been made by the Company regarding, among other things: the price of copper, continuing commercial production at the CSA Copper Mine without any major disruption, the receipt of required governmental approvals, the accuracy of capital and operating cost estimates, the ability of the Company to operate in a safe, efficient and effective manner and the ability of the Company to obtain financing as and when required and on reasonable terms. Readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which may have been used by the Company. Although management believes that the assumptions made by the Company and the expectations represented by such information are reasonable, there can be no assurance that the forward-looking information will prove to be accurate.
MAC’s actual results may differ from expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward- looking statements. These forward-looking statements include, without limitation, MAC’s expectations with respect to future performance of the CSA Copper Mine. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from those discussed in the forward-looking statements. Most of these factors are outside MAC’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: the supply and demand for copper; the future price of copper; the timing and amount of estimated future production, costs of production, capital expenditures and requirements for additional capital; cash flow provided by operating activities; unanticipated reclamation expenses; claims and limitations on insurance coverage; the uncertainty in Mineral Resource estimates; the uncertainty in geological, metallurgical and geotechnical studies and opinions; infrastructure risks; and other risks and uncertainties indicated from time to time in MAC’s other filings with the SEC and the ASX. MAC cautions that the foregoing list of factors is not exclusive. MAC cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. MAC does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based.
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 5 |
More information on potential factors that could affect MAC’s or CSA Copper Mine’s financial results is included from time to time in MAC’s public reports filed with the SEC and the ASX. If any of these risks materialize or MAC’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that MAC does not presently know, or that MAC currently believes are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect MAC’s expectations, plans or forecasts of future events and views as of the date of this communication. MAC anticipates that subsequent events and developments will cause its assessments to change. However, while MAC may elect to update these forward-looking statements at some point in the future, MAC specifically disclaims any obligation to do so, except as required by law. These forward-looking statements should not be relied upon as representing MAC’s assessment as of any date subsequent to the date of this communication. Accordingly, undue reliance should not be placed upon the forward-looking statements.
Non-IFRS financial information
MAC’s results are reported under International Financial Reporting Standards (IFRS), noting the results in this report have not been audited or reviewed. This release may also include certain non-IFRS measures including C1, Total Cash costs, Free Cash Flow and Underlying EBITDA. These C1, Total Cash cost, Free Cash Flow and Underlying EBITDA measures are used internally by management to assess the performance of our business, make decisions on the allocation of our resources and assess operational management. Non-IFRS measures have not been subject to audit or review and should not be considered as an indication of or alternative to an IFRS measure of financial performance.
C1 Cash Cost
C1 costs are defined as the costs incurred to produce copper at an operational level. This includes costs incurred in mining, processing and general and administration as well freight and realisation and selling costs. By-product revenue is credited against these costs to calculate a dollar per pound metric. This metric is used as a of measure operational efficiency to illustrate the cost of production per pound of copper produced.
Total Cash Cost
Total cash costs include C1 cash costs plus royalties and sustaining capital less inventory WIP movements. This metric is used as a measure of operational efficiency to further illustrate the cost of production per pound of copper produced whilst incurring government-based royalties and capital to sustain operations.
Free Cash Flow
Free cash flow is defined as net cash provided by operating activities less sustaining capital spend on additions to property, plant, equipment and mineral interests. This measure, which is used internally to evaluate our underlying cash generation performance and the ability to repay creditors and return cash to shareholders, provides investors with the ability to evaluate our underlying performance.
Underlying EBITDA
Underlying EBITDA is profit before net finance costs, tax, depreciation and amortisation and after any earnings adjustment items, impacting profit. We believe that Underlying EBITDA provides useful information, but should not be considered as an indication of, or alternative to, profit or attributable profit as an indicator of operating performance.
Copper grade
Unless stated otherwise, copper grade mentioned throughout this document refers to mined ore grade.
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 6 |
FINANCIAL AND OPERATIONAL REVIEW
The Half Year Report reflects the consolidated results of MAC and its subsidiaries (collectively referred to as the MAC, MAC Group or the Group). The financial results of the MAC Group for the half year ended 30 June 2025 were largely driven by the operation of its core asset being its 100% owned CSA Copper Mine. The CSA Copper Mine is an established, high grade, producing, underground copper mine, with estimated ore reserves supporting approximately ten years of operation as at 30 June 2025.
Financial performance summary
HY25 | HY24 | Change |
| ||||||
| US$’000 |
| US$’000 |
| US$’000 |
| % |
| |
Statutory financial measures |
|
|
|
|
|
|
|
| |
Revenue |
| 163,228 |
| 182,160 |
| (18,932) |
| (10) | % |
Income from operations - before net finance expenses and income tax expense |
| 29,928 |
| 46,019 |
| (16,091) |
| (35) | % |
Net loss for the period - after tax (NPAT) |
| (76,686) |
| (102,169) |
| 25,483 |
| (25) | % |
Cash flows from operating activities |
| 65,453 |
| 55,105 |
| 10,348 |
| 19 | % |
Cash and cash equivalents |
| 102,109 |
| 88,738 |
| 13,371 |
| 15 | % |
Basic and diluted loss per ordinary share (US$per share) |
| (0.93) |
| (1.56) |
| 0.63 |
| (41) | % |
Non-statutory measures |
|
|
|
|
|
|
|
| |
Underlying EBITDA10 |
| 81,220 |
| 90,569 |
| (9,349) |
| (10) | % |
Free cash flow11 |
| 53,684 |
| 37,700 |
| 15,984 |
| 42 | % |
C1 cash cost (US$/lb)12 |
| 1.67 |
| 2.08 |
| (0.41) |
| (19) | % |
Total cash cost (US$/lb)13 |
| 2.30 |
| 2.89 |
| (0.59) |
| (20) | % |
Income statement analysis
Revenue
Copper production is driven by a small number of large-tonnage, high-grade stopes and the timing of when these are sequenced in the period.
During the first quarter, copper production had decreased to 8,644 tonnes at ~4.1% Cu with a higher-grade stope only accessed in the latter part of March 2025. Mining these higher-grade stopes in the second quarter not only resulted in the operations returning to normal but also achieving record levels under MAC’s ownership, including a record-breaking ~385 tonnes of copper produced in one day and increase in second quarter copper production to 10,587 tonnes at ~4.4% Cu.
The sequential increase in copper production in the second quarter resulted in the HY25 copper production decreasing by ~2% compared to HY24. However, the increased June 2025 production and lack of flexibility in the shipping schedule led to a 16% decrease in copper sold for HY25 compared to HY24.
10 See “Non-IFRS financial information” and refer to table 2 for the reconciliation of Underlying EBITDA
11 See “Non-IFRS financial information” and refer to table 3 for the reconciliation of free cash flow
12 See “Non-IFRS financial information” and refer to table 5 for the reconciliation of C1 cash cost
13 See “Non-IFRS financial information” and refer to table 6 for the reconciliation of Total cash cost
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 7 |
Strong copper prices during HY25 and a reduction of ~73% in TCRC14 offset some of the reduction in copper sold with total revenue decreasing by 11% when compared to HY24, as summarised in the following table:
Table 1: Revenue break-down
Units | HY25 | HY24 | Change |
| |||||||
Copper produced |
| Tonnes |
| 19,231 |
| 19,650 |
| (419) |
| (2) | % |
Copper sold |
| Tonnes |
| 17,375 |
| 20,793 |
| (3,418) |
| (16) | % |
Gross copper revenue |
| US$’000 |
| 162,010 |
| 189,569 |
| (27,559) |
| (15) | % |
TC/RC |
| US$’000 |
| (2,536) |
| (9,464) |
| 6,928 |
| (73) | % |
Copper revenue |
| US$’000 |
| 159,474 |
| 180,105 |
| (20,631) |
| (11) | % |
Silver revenue |
| US$’000 |
| 6,772 |
| 5,890 |
| 882 |
| 15 | % |
Total revenue |
| US$’000 |
| 166,246 |
| 185,995 |
| (19,749) |
| (11) | % |
Freight costs |
| US$’000 |
| (3,018) |
| (3,835) |
| 817 |
| (21) | % |
Net revenue |
| US$’000 |
| 163,228 |
| 182,160 |
| (18,932) |
| (10) | % |
Earnings analysis
MAC Group’s HY25 statutory loss after tax of ~US$77 million, is primarily due to the net financing costs on loans and borrowings of ~US$52 million and other non-cash movements of ~US$57 million in fair value of financial instruments. In HY24, these costs were ~US$33 million and ~US$109 million, respectively.
The ~63% increase in HY25 net finance costs on loans and borrowings predominantly relates to the unwinding of the discount on the Mezzanine Facility including additional costs incurred on the early repayment of this facility and the refinancing of the Senior Debt. The ~48% decrease in non-cash movements in fair value of financial instruments is mainly driven by the repayment of the Mezzanine Facility in the current period and a ~US$39 million revaluation of the public and private warrants immediately before redemption in the comparative period.
MAC’s HY25 Operating profit and Underlying EBITDA have decreased by ~35% and ~10% respectively, which was mainly driven by the decrease of ~16% in copper sold for HY25. Operating profit was also affected by the additional share-based payment expense recognised in HY25 which would be due when the Harmony Transaction becomes legally effective.
Table 2: Reconciliation of loss after tax to Underlying EBITDA
| HY25 |
| HY24 |
| Change |
| |||
| US$’000 |
| US$’000 |
| US$’000 | % | |||
Loss after tax (NPAT) |
| (76,686) |
| (102,169) |
| 25,483 |
| (25) | % |
Income tax (benefit) / expense |
| (2,514) |
| 7,066 |
| (9,580) |
| (136) | % |
Net finance costs |
| 51,830 |
| 31,799 |
| 20,031 |
| 63 | % |
Net change in fair value of financial instruments |
| 57,298 |
| 109,323 |
| 52,025 |
| (48) | % |
Operating profit |
| 29,928 |
| 46,019 |
| (16,091) |
| (35) | % |
Depreciation and amortization |
| 37,882 |
| 38,365 |
| (483) |
| (1) | % |
Organizational restructuring expenses |
| — |
| 988 |
| (988) |
| (100) | % |
IPO and transaction costs15 |
| 2,717 |
| 2,615 |
| 102 |
| 4 | % |
Other significant items16 | 10,693 | 2,582 | 8,112 | 314 | % | ||||
Underlying EBITDA |
| 81,220 |
| 90,569 |
| (9,349) |
| (10) | % |
14 Refer to ASX and NYSE release ‘December 2024 Quarterly Report’ dated 29 January 2025
15 Related to the ASX IPO, acquisition of the CSA Copper Mine, refinancing and other investment decisions
16 Includes discretionary bonuses and share-based payments that would be due when the Harmony Transaction is approved
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 8 |
Corporate and administration expenses
Excluding non-routine expenses such as the IPO and transaction costs and additional share-based payments due when the Harmony Transaction becomes legally effective, corporate and administration expenses during HY25 have decreased by ~US$0.5 million. This decrease reflects management’s continuous focus on cost efficiencies and is an outcome of the establishment of a permanent, qualified, skilled and experienced workforce.
Hedging
Prevailing copper prices during HY25 were higher than those locked in the commodity swap arrangement and lead to a realised hedging loss of ~US$8 million included within finance costs (HY24: US$6 million).
Balance sheet analysis
Cash and liquidity
At the end of HY25, MAC had a cash balance of ~US$102 million and pro-forma liquidity of ~US$196 million, after including ~US$59 million undrawn revolving facility, ~US$11 million outstanding Quotational Period receipts, ~US$18 million of unsold concentrate and ~US5.5 million strategic investment held in POL (31 December 2024: cash and cash equivalents of ~US$172 million and pro-forma liquidity of ~US$213 million).
Loans and borrowings
Net reduction in current and non-current loans and borrowings during the period was mainly driven by the ~US$160 million repayment of the Mezzanine Facility, including capitalised interest to June 2025 and 4% premium, ~US$11 million repayment of silver and copper stream loans, and the ~US$66 million draw down of revolving facility (HY24: US$45 million repayments of loans and borrowings).
Other assets and liabilities
During HY25, the Group incurred capital expenditure of ~US$14 million in relation to the development of the CSA Copper Mine (HY24: US$11 million) and acquired other equipment and assets totalling ~US$19 million to support the mining operations (HY24: US$18 million).
Derecognition of the embedded derivative related to the Mezzanine Facility reduced the derivative financial liabilities by ~US$34 million. However, rising copper prices adversely affected the fair valuation of derivative financial liabilities at the end of HY25 and resulted in a net decrease of ~US$3.5 million (HY24: ~US$20 million).
Based on the average daily London Metals Exchange closing price of copper for the 18-month period leading up to the end of June 2025, the condition of the first contingent payment of US$75 million to Glencore was satisfied on 20 August 2025. This trigger of the first contingent payment and the increase in copper price outlook impacted the fair valuation resulting in other financial liabilities increasing from ~US$142 million at 31 December 2024 to ~US$171 million at 30 June 2025.
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 9 |
Cash flow statement analysis
Operating activities
MAC generated cash flows from operating activities of ~US$65 million in HY25 (~US$55 million in HY24). The cash flows from operating activities were mainly a result of ~US$170 million received from Glencore against sale of Copper (~US$194 million in HY24), offset by ~US$88 million paid to employees and suppliers (~US$110 million in HY24) and ~US$17 million of net interest payments (~US$29 million in HY24).
Investing activities
Investing activities in HY24 totalling ~US$38 million (HY24: ~US$129 million) primarily included ~US$14 million spent for the development of the CSA Copper Mine (HY24: ~US$11 million), ~US$19 million spent on other equipment and assets (HY24: ~US$13 million), ~US$3 million spent on exploration (HY24: ~US$3 million). HY24 investing activities also included consideration and transaction costs paid for the acquisition of the CSA Copper Mine amounting to ~US$98 million.
Financing activities
In HY25, repayments of Mezzanine Facility, and silver and copper stream loans totalling ~US$157 million offset by the ~US$66 million draw down of the revolving facility were the main cash flows related to financing activities. In HY24, ~US$212 million (~A$325 million at A$17.00 per CDI), before costs, raised as part of the ASX listing, was the main contributor of the net inflows from financing activities. These were offset by repayment of senior debt, Glencore working capital loan and silver and copper stream loans totalling ~US$57 million.
Table 3: Reconciliation of cash flows from operations to free cash flow
| HY25 |
| HY24 |
| Change |
| |||
| US$’000 |
| US$’000 |
| US$’000 | % | |||
Cash flows from operating activities |
| 65,453 |
| 55,105 |
| 10,348 |
| 19 | % |
Sustaining capital |
| (11,769) |
| (17,405) |
| 5,636 |
| (32) | % |
Free cash flow |
| 53,684 |
| 37,770 |
| 15,984 |
| 42 | % |
Entities over which control has been gained or lost during the period
In HY25, the Company has not gained or lost control over any entity (HY24: None)
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 10 |
Operational performance summary
ESG
Safety
The Total Recordable Injury Frequency Rate (TRIFR) for the CSA Copper Mine at the end of HY25 was 6.9 (HY24: 14.4). This is well below the NSW underground metalliferous TRIFR average of 9.817.
The positive momentum that started towards the end of 2024 has been maintained, with both the total number of incidents recorded and the severity of these incidents further reducing during the half year.
Graph 1: 12 Months TRIFR Average: CSA vs Industry
Sustainability Report
MAC recognizes the importance of our environmental, social and governance responsibilities and that sustainability strategies more broadly are integral to the way we operate and essential to the accomplishment of our goals.
As a result, in HY25, we published our inaugural annual sustainability report on 28 March 2025, which provides an overview of our material ESG topics, a summary of current performance and an outline of future activities and initiatives to improve our reporting and disclosures over time. Further, in preparation for the 2026 reporting in compliance with AASB S2, MAC undertook a Climate Risk Assessment to identify and quantify our climate related risks and opportunities. This risk assessment is the basis for the AASB S2 Climate related disclosures, which require mandatory reporting for MAC in 2026.
Community
MAC donated A$100,000 to the local Cobar Shire Council’s Museum’s Coach House and Underground Mining Experience project which has also been funded through two New South Wales Government programs. The aim of the project is to increase visitation, expenditure and extend the length of stay for visitors to regional New South Wales. In addition to the donation, MAC also contributed underground video footage taken at the CSA Mine which will be used in the museum’s underground experience. MAC believes it is important to invest in the local community in which it operates.
17 Industry TRIFR source: Mine Safety performance report 2023-2024, Resource regulator Department of Regional NSW
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 11 |
Regulatory
The CSA Forward Plan has been updated and submitted to the NSW Resources Regulator along with a revised RCE. The revised RCE resulted in a reduction of ~A$4 million, which was mostly for works which have been completed on the current Southern Tailings Facility. A rehabilitation risk assessment was undertaken as part of the compliance requirements with the NSW Resources Regulator and to inform MAC of rehabilitation risks and requirements. There have been no reportable environmental incidents during the half year.
Construction activities on the Stage 10 embankment raise have been ongoing with works on the foundation and development on the East Mound. The majority of the West Mound has been raised to Stage 10. A key trench has been completed and backfilled on the northern half of the mound with a large portion of the northern half raised. The Stage 10 TSF embankment provides TSF capacity out to 2030 and is one of the three main capital projects being undertaken in 2025.
Production
Physicals
HY25 was initially affected by the sequencing of stopes mined in January and February 2025 with a higher-grade stope only accessed in the latter part of March 2025. This was then offset by a ramp up in production through mining the higher-grade stopes during the rest of the half year. Production also benefited from increased average milled copper grade of 4.29% for the half year. Refined mining methods implemented in 2024, including updated blasting techniques and double lift stope extraction sequence continued to result in less mining dilution with stronger grades and less total ore tonnes for the same metal during the half year.
Table 4: Production physicals
| Units |
| HY25 |
| HY24 |
| Change |
| |||
Ore mined |
| Tonnes |
| 464,844 |
| 527,500 |
| (62,656) |
| (12) | % |
Tonnes milled |
| Tonnes |
| 457,165 |
| 527,233 |
| (70,068) |
| (13) | % |
Copper grade processed |
| % | 4.29 | % | 3.80 | % | 0.49 | % | 13 | % | |
Copper recovery |
| % | 98.33 | % | 97.80 | % | 0.53 | % | 1 | % | |
Copper produced |
| Tonnes |
| 19,231 |
| 19,650 |
| (419) |
| (2) | % |
Silver produced |
| Ounces |
| 236,861 |
| 236,254 |
| 607 |
| — | % |
C1 Cash Cost
C1 cash cost decreased by ~19% from US$2.08/lb in HY24 to US$1.67/lb in HY25 mainly attributable to an increase of ~13% in copper grade processed, a decrease of ~73% in TCRCs and an overall decrease in operating costs of ~13%.
Table 5: Reconciliation of cost of goods sold to C1 cash cost
| HY25 |
| HY24 |
| Change |
| |||
Cost of goods sold |
| 101,581 |
| 118,158 |
| (16,577) |
| (14) | % |
Selling and distribution expenses |
| 10,218 |
| 6,080 |
| 4,138 |
| 68 | % |
Treatment and refining charges deducted from revenue |
| 2,536 |
| 9,546 |
| (7,010) |
| (73) | % |
Freight deducted from revenue |
| 3,018 |
| 3,835 |
| (817) |
| (21) | % |
Silver credit included in revenue |
| (6,772) |
| (5,890) |
| (882) |
| 15 | % |
Movements in copper concentrate included in cost of goods sold |
| 3,717 |
| (165) |
| 3,882 |
| (2,353) | % |
Total direct and indirect costs |
| 114,298 |
| 131,564 |
| (17,266) |
| (13) | % |
Depreciation and amortization |
| (37,882) |
| (38,365) |
| 483 |
| (1) | % |
Total cash costs excluding capital spend |
| 76,416 |
| 93,199 |
| (16,783) |
| (18) | % |
Rates and royalties |
| (5,434) |
| (3,126) |
| (2,308) |
| 74 | % |
C1 cash cost |
| 70,982 |
| 90,073 |
| (19,091) |
| (21) | % |
Copper produced (lb’000) |
| 42,397 |
| 43,320 |
| (923) |
| (2) | % |
C1 cash cost/lb |
| 1.67 |
| 2.08 |
| (0.41) |
| (19) | % |
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 12 |
Table 6: Reconciliation of total cash costs excluding capital spend to total cash cost
| HY25 |
| HY24 |
| Change | ||||
Total cash costs excluding capital spend |
| 76,416 |
| 93,199 |
| (16,783) |
| (18) | % |
Sustaining capital |
| 11,769 |
| 17,405 |
| (5,636) |
| (32) | % |
Capitalized development18 |
| 6,425 |
| 11,318 |
| (4,893) |
| (43) | % |
Exploration |
| 3,098 |
| 3,308 |
| (210) |
| (6) | % |
Total cash cost |
| 97,708 |
| 125,230 |
| (27,522) |
| (22) | % |
Copper produced (lb’000) |
| 42,397 |
| 43,320 |
| (923) |
| (2) | % |
Total cash cost/lb |
| 2.30 |
| 2.89 |
| (0.59) |
| (20) | % |
Treasury
Cash position, liquidity and debt facilities
MACs cash holding at the end of HY25 was ~US$102 million (31 December 2024: ~US$172 million) and a net debt19 position of ~US$123 million (31 December 2024: ~US$132 million).
There was ~$28.6 million of cash received for copper concentrate sold to Glencore on 24 June 2025 for which revenue is to be accounted for in early July 2025.
The cash position also reflects ~US$160 million repayment of the Mezzanine Facility, including capitalised interest to June 2025 and 4% premium, ~US$11 million repayment of silver and copper stream loans, ~US$66 million draw down of revolving facility, ~US$4.2 million in interest payments for the Senior debt and US$14.3 million interest payments for the Mezzanine Facility during the half year.
At the end of HY25, MAC had a pro-forma liquidity of ~US$196 million, after including ~US$59 million undrawn revolving facility, ~US$11 million outstanding Quotational Period receipts, ~US$18 million of unsold concentrate and ~US5.5 million strategic investment held in POL (31 December 2024: Pro-forma liquidity of ~US$213 million).
Hedging
In adherence to our Debt Facility Agreement, MAC Copper previously implemented a hedging program covering the period to June 2026. During the year, the Company delivered 6,210 tonnes of copper into the hedge book at a price of US$3.72/lb. A summary of our open hedge positions as at 30 June 2025 is included below:
Table 7: Hedge position
Copper | ||||||
| 2025 |
| 2026 |
| Total | |
Future Sales (t) |
| 6,210 |
| 5,175 |
| 11,805 |
Future Sales ($/t) |
| 3.72 |
| 3.72 |
| 3.72 |
18 Excluding ventilation project
19 Senior Debt + Mezzanine Facility - Cash and cash equivalents (excluding streams)
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 13 |
Contingent consideration for the acquisition of CMPL
Under the terms of the CMPL Share Sale Agreement with Glencore, MAC will become obliged to pay to Glencore:
● | a contingent payment of US$75 million if, over the life of the CSA Copper Mine, the average daily London Metal Exchange closing price of copper is greater than US$9,370/t (US$4.25/lb) for any rolling 18-month period; and |
● | a contingent payment of US$75 million if, over the life of the CSA Copper Mine, the average daily London Metal Exchange closing price of copper is greater than US$9,920/t (US$4.50/lb) for any rolling 24-month period. |
Based on the average daily London Metal Exchange closing price of copper, the first US$75 million liability was triggered subsequent to the period end on 20 August 2025.
Under the terms of the CMPL Share Sale Agreement and the Intercreditor Deed, any obligation on MAC to make the contingent payments to Glencore upon satisfaction of the applicable condition is deferred until the earlier of:
● | such payment being permitted under the terms of the transaction financing used to fund the acquisition of the CSA Copper Mine on 16 June 2023; and |
● | the three-year anniversary of MAC’s acquisition of the CSA Copper Mine. |
Given the terms of the CMPL Share Sale Agreement and Intercreditor Deed, MAC expects the first contingent payment to become payable by MAC on 17 June 2026, being one business day after the three-year anniversary of when MAC originally acquired the CSA Copper Mine.
Given MAC’s current liquidity position, the Company expects to be able to fully cash settle this obligation when it becomes payable.
Ongoing projects
Pathway to >50,000 tonne per annum of copper production
The CSA mine is already benefiting from productivity improvements initiated under MAC ownership such as double lift stopes, and operational efficiencies aimed at reducing waste and ensuring efficient delivery of ore.
To further progress towards becoming a 50ktpa+ copper equivalent producer in 2026 and beyond, there are two key projects that are essential to achieve this, being the Ventilation project which is due for completion Q3 2026 and the opening up of the new Merrin Mine with first ore expected in Q4 2025.
The delivery of both these are essential to achieve our strategic goal of uplifting production to over 50,000 tonnes of copper equivalent production by 2026 and unlock the full potential of the CSA copper mine.
Ventilation project
The Capital Vent Project is designed to support increased mining activity and improving distribution of chilled air to lower mine levels and ensuring operational longevity beyond the current reserve life. The project remains a key enabler for sustained production growth at CSA.
Total spend in HY25 was US$11 million, with 904 metres of development being completed. Progress continued establishing access to the first raise bore location, additional geotechnical drilling was completed, and procurement of ventilation fans advanced.
The Company has employed a dedicated Project Manager with extensive underground mine infrastructure experience to have overall control of the project with specific focus on managing the fan chamber excavation and fan installation. This work is a critical time and cost aspect of the project.
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 14 |
Four vendors have pre-qualified to Design, Engineer, Construct & Commission the fan chamber component of the project and tender documents are being finalised. In addition, raise boring contractor negotiations are being finalised.
The project is progressing well, with development successfully integrated into existing operations. It remains on target to be completed by Q3 2026.
The new Merrin Mine
Progress continued in developing the Merrin Mine in HY25 and a total of 740 metres of capital development was completed which demonstrated that development rates are materially faster (and cheaper) in the Merrin Mine than the existing mining areas with fewer operational constraints.
The new Merrin Mine presents an opportunity for incremental copper and zinc production at the CSA Mine, and is an additional mining area not currently connected to the bottom of the mine located ~150m below the surface. Drilling to upgrade this deposit from resource to reserve in some areas has been completed, with ore mining expected to commence by Q4 2025. Drilling continues in the upper remnant sections to provide grade and geotechnical data.
Total capital spend in HY25 was US$4.2 million, primarily allocated to project startup, equipment costs, decline development and diamond drilling.
Conceptual mine design for the first stage of the Merrin Mine has focused on the 2-level to 6-level which will allow for quicker and progressive access to the ore. Conceptual planning of the copper and zinc stopes and related development is completed which supports the commitment for further drilling to raise the resource category in these areas to measured and indicated.
An additional benefit of completing the Merrin Mine is the opportunity to replace the existing decline to allow access to significant volumes of sterilised ore. This will also provide the mine with a larger, more modern decline suited to larger equipment that will better service the entire mine.
In addition, POL has also recommissioned its Endeavour concentrator providing a processing pathway for the Merrin zinc ore. MAC has an existing toll treatment agreement with POL to treat the Merrin zinc ore at the Endeavour Mill which is 45km to the north of CSA via sealed roads.
Exploration
During HY25, MAC invested US$3m in exploration and evaluation activities, which primarily included continued exploratory and resource definition diamond drilling on CML5.
A Fixed Loop Electromagnetic (FLEM) survey, accompanied with low-temperature Superconducting Quantum Interference Devices (SQUIDs), was completed across the Bundella Project area, located 15 km north of the CSA Mine and 18 km east of the Endeavour Mine, on EL5693. The area shares a lithological and structural setting analogous to the CSA Mine and is considered highly prospective for hosting high-grade Cobar-style deposits.
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 15 |
While modelling is ongoing, the survey has identified a significant late-time electromagnetic displaying key characteristics typical of a Cobar-style deposit, including:
● | A strike extent of approximately 500 metres, oriented North-North-East |
● | A vertical extent exceeding 600 metres, with the conductor plate extending to ~940 metres depth (approaching the detection limit) |
● | A depth to top of ~330 metres below surface |
● | A conductance of ~2,000 Siemens – consistent with massive sulphide bodies and comparable to conductance used in modelling the CSA ore body |
MAC considers the E2C anomaly a high-priority target with all necessary approvals obtained during the half year. Diamond drilling commenced in early July 2025 to test the source of the conductor.
Mine Plan, Resource and Reserve
The update to the Reserves and Resources was announced on 25 February 2025 – see announcement for detail and summary of the changes made.20
20 Refer to ASX release ‘Updated Resource & Reserve Statement & Production Guidance’ dated 24 February 2025
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 16 |
DIRECTORS’ REPORT
The directors present their report together with the consolidated financial statements of MAC Copper Limited (MAC or the Company) and its subsidiaries, Metals Acquisition Corp. (Australia) Pty Ltd (MAC AU) and Cobar Management Pty Ltd (CMPL) (together the Group) for the half year ended 30 June 2025 and the auditors’ review report thereon.
Directors
The directors of the Company at any time during or since the end of the financial period are:
Name | Role | |
Ms Patrice Merrin | Chair | |
Mr Michael McMullen | Chief Executive Officer | |
Mr Rasmus Gerdeman | Audit Chair | |
Mr Graham van’t Hoff | Independent Non-Executive Director | |
Mr Charles McConnell | Independent Non-Executive Director | |
Ms Leanne Heywood | Independent Non-Executive Director | |
Ms Anne Templeman-Jones | Independent Non-Executive Director | |
Mr Mohit Rungta | Glencore nominated Non-Executive Director |
The directors held office for the entire period unless otherwise stated.
Principal activities
The principal activities of the Group during the course of the half year were the operation of the CSA Copper Mine in Australia for the mining and production of copper and silver.
The CSA Copper Mine is an established, high grade, producing, underground copper mine, with current estimated Ore Reserves supporting approximately ten and a half years of operation.
There were no other significant changes in the nature of the activities of the Group during the half year.
Review of the results and operations
The review of the results and operations of the Group is set out on pages 7 to 16, and forms part of the Directors’ Report.
Dividends
No dividends were declared and paid by the Company to its members in respect of the half year ended 30 June 2025 (2024: $nil).
Auditor’s Independence
The Directors obtained an independence declaration from the Company’s auditors, Ernst & Young LLP.
This directors’ report is made out in accordance with a resolution of the directors:
Patrice Merrin | Mick McMullen | |
Chair | CEO |
Dated at Perth this 22nd day of August 2025
MAC Copper Limited maccopperlimited.com | 3rd Floor, 44 Esplanade, St Helier, Jersey, JE4 | Page 17 |
MAC Copper Limited
Half year financial statements
for the six months ended 30 June 2025
MAC Copper Limited
Condensed consolidated statement of comprehensive income
for the six months ended
30 June | 30 June | |||||
US$ thousand |
| Notes |
| 2025 |
| 2024 |
Revenue |
| 6 |
| |
| |
Cost of goods sold |
|
| ( |
| ( | |
Administrative expenses |
|
| ( |
| ( | |
Selling and distribution expenses |
|
| ( |
| ( | |
Other (expenses)/income, net | ( | | ||||
Income from operations |
| |
| | ||
|
|
| ||||
Finance income |
| 7 |
| |
| |
Finance costs |
| 7 |
| ( |
| ( |
Net change in fair value of financial instruments |
| 7 |
| ( |
| ( |
Net finance costs |
| ( |
| ( | ||
|
|
| ||||
Loss before income taxes |
| ( |
| ( | ||
Income tax benefit/(expense) |
| 8 |
| |
| ( |
Net loss for the period |
| ( |
| ( | ||
|
|
| ||||
Total comprehensive loss for the period |
| ( |
| ( | ||
|
|
| ||||
Basic and diluted loss per ordinary share |
|
| ( |
| ( |
The accompanying notes are an integral part of these condensed consolidated financial statements.
20
MAC Copper Limited
Condensed consolidated statement of financial position
as at
30 June | 31 December | |||||
US$ thousand |
| Notes |
| 2025 |
| 2024 |
Assets |
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Cash and cash equivalents |
|
| |
| | |
Trade and other receivables |
|
| |
| | |
Inventories |
| 9 |
| |
| |
Investments |
|
| |
| — | |
Prepayments and other current assets |
|
|
| |
| |
Total current assets |
|
|
| |
| |
|
|
|
| |||
Non-current assets |
|
|
|
|
|
|
Property, plant and equipment |
| 10 |
| |
| |
Exploration and evaluation |
|
| |
| | |
Inventories | 9 | | | |||
Investments |
|
| — |
| | |
Total non-current assets |
|
| |
| | |
|
|
|
| |||
Total assets |
|
| |
| | |
|
|
|
| |||
Liabilities |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Trade and other payables |
|
| |
| | |
Lease liability |
|
| |
| | |
Loans and borrowings |
| 11 |
| |
| |
Derivative financial liabilities |
| 15 |
| |
| |
Current tax liability | | | ||||
Provisions |
| 12 |
| |
| |
Other financial liabilities |
| 13 |
| |
| |
Total current liabilities |
|
| |
| | |
|
|
|
| |||
Non-current liabilities |
|
|
|
|
|
|
Lease liability |
|
| |
| | |
Loans and borrowings |
| 11 |
| |
| |
Derivative financial liabilities |
| 15 |
| |
| |
Deferred tax liability |
|
| |
| | |
Provisions |
| 12 |
| |
| |
Liability for cash-settled share-based payments | 16 | | | |||
Other financial liabilities |
| 13 |
| |
| |
Total non-current liabilities |
|
| |
| | |
|
|
|
| |||
Total liabilities |
|
| |
| | |
|
|
|
| |||
Net assets |
|
| |
| | |
|
|
|
| |||
Equity |
|
|
|
|
|
|
Share capital |
| 17 |
| |
| |
Share premium | 17 | | | |||
Other capital reserves | 17 |
| |
| | |
Accumulated deficit |
|
| ( |
| ( | |
Total equity |
|
| |
| |
The accompanying notes are an integral part of these condensed consolidated financial statements.
The condensed consolidated financial statements were approved and authorised for issue by the Board of Directors on 22 August 2025 and signed on its behalf by:
Patrice Merrin
21
MAC Copper Limited
Condensed consolidated statement of changes in equity
for the six months ended 30 June 2025 and 2024
Other | ||||||||||||
Share | Share | capital | Accumulated | |||||||||
US$ thousand |
| Notes |
| capital |
| premium |
| reserves |
| deficit |
| Total |
Balance as of 1 January 2025 | | | | ( | | |||||||
Shares issued on redemption of RSUs | 17 | — | | — | — | | ||||||
Net loss | — | — | — | ( | ( | |||||||
Balance as of 30 June 2025 | | | | ( | | |||||||
Balance as of 1 January 2024 |
| |
| |
| |
| ( |
| | ||
ASX capital raise | 17 | | | — | — | | ||||||
Shares issuance costs |
| 17 |
| — |
| ( |
| — |
| — |
| ( |
Shares issued on redemption of warrants | 17 | — | | — | — | | ||||||
Shares issued on redemption of DSUs | 17 | — | | — | — | | ||||||
Net loss |
| — |
| — |
| — |
| ( |
| ( | ||
Balance as of 30 June 2024 |
| |
| |
| |
| ( |
| |
The accompanying notes are an integral part of these condensed consolidated financial statements.
22
MAC Copper Limited
Condensed consolidated statement of cash flows
for the six months ended
30 June | 30 June | |||
US$ thousand |
| 2025 |
| 2024 |
Cash flows from operating activities: |
|
|
| |
Loss before income taxes | ( |
| ( | |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
| ||
Depreciation and amortisation | |
| | |
Net foreign exchange losses/(gains) | |
| ( | |
Finance income | ( |
| ( | |
Finance costs | |
| | |
Net change in fair value measurements of financial assets and liabilities | |
| | |
Movement in provisions | ( |
| ( | |
Other non-cash transactions | — |
| ( | |
Changes in operating assets and liabilities: |
|
|
| |
(Increase)/decrease in trade receivables | ( |
| | |
(Increase)/decrease in other receivables | ( |
| | |
Decrease in prepayments | |
| | |
Increase in inventories | ( |
| ( | |
Increase/(decrease) in trade payables | |
| ( | |
Increase/(decrease) in other payables | |
| ( | |
Decrease in derivative financial instruments | ( |
| ( | |
Increase in liability for cash-settled share-based payments | | | ||
Decrease in deferred liabilities | ( |
| ( | |
Cash used in operating activities | | | ||
Interest received | | | ||
Interest paid | ( | ( | ||
Net cash from operating activities | |
| | |
|
|
| ||
Cash flows from investing activities: |
|
|
| |
Purchase of property, plant, and equipment and intangibles | ( |
| ( | |
Exploration and evaluation | ( |
| ( | |
Investment in equity instruments | ( | ( | ||
Proceeds from sale of investment in equity instruments | | — | ||
Acquisition of subsidiary | — |
| ( | |
Payment of contingent royalty consideration | ( | ( | ||
Stamp duty paid on acquisition of subsidiary | — | ( | ||
Net cash used in investing activities | ( |
| ( | |
|
|
| ||
Cash flows from financing activities: |
|
|
| |
Proceeds from issue of share capital | — |
| | |
Payment of deferred underwriting and transaction costs | — | ( | ||
Proceeds from loans and borrowings | |
| — | |
Repayment of loans and borrowings | ( |
| ( | |
Repayment of silver and copper stream loans | ( |
| — | |
Repayment of working capital loan | — |
| ( | |
Payment of lease liabilities | ( |
| ( | |
Net cash from financing activities | ( |
| | |
|
|
| ||
Net change in cash | ( |
| | |
Cash, beginning of the period | |
| | |
Net foreign exchange difference | |
| ( | |
Cash, end of the period | |
| |
The accompanying notes are an integral part of these condensed consolidated financial statements.
23
MAC Copper Limited
Notes to the condensed consolidated financial statements
Index of the notes to the condensed consolidated financial statements
25 | ||
25 | ||
Changes in accounting standards and the Group’s accounting policies | 26 | |
26 | ||
27 | ||
28 | ||
29 | ||
29 | ||
30 | ||
30 | ||
31 | ||
32 | ||
32 | ||
33 | ||
34 | ||
41 | ||
41 | ||
41 | ||
42 | ||
43 |
24
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
1.Corporate information
MAC Copper Limited (“MAC”, the “Company” or “we”), is a Company incorporated under the laws of Jersey, with limited liability. MAC was incorporated on 29 July 2022 with registered address 3rd Floor, 44 Esplanade St. Helier, JE4 9WG, Jersey. The Company and its subsidiaries (collectively referred herein as the “Group”) are primarily engaged in the operation of the Cornish, Scottish and Australian underground copper mine (the “CSA mine”) in Australia, owned by Cobar Management Pty Limited (“CMPL”), one of the wholly owned subsidiaries of the Company. The principal place of business of the Company is 3rd Floor, 44 Esplanade St. Helier, JE4 9WG, Jersey.
On 27 May 2025, MAC announced that it has entered into a binding scheme implementation deed with Harmony Gold Mining Company Limited (“Harmony”) and Harmony Gold (Australia) Pty Ltd (“Harmony Australia”), a wholly owned subsidiary of Harmony, under which it is proposed that Harmony Australia will acquire
As at 30 June 2025, the Scheme remained subject to certain conditions including restructuring and amendment or restatement of MAC’s streaming and royalty arrangements, shareholders vote and regulatory approvals. Note 20 provides a summary of the progress on the Harmany transaction subsequent to the period end.
2.Basis of accounting
(a)Statement of compliance
These condensed consolidated interim financial statements (“interim financial statements”) of the Group are general purpose financial statements prepared in accordance with IAS 34 Interim Financial Reporting.
These interim financial statements do not include all of the information required for a complete set of annual financial statements and should be read in conjunction with the annual financial statements of the Group for the year ended 31 December 2024. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group’s financial position and performance since the last annual consolidated financial statements as at and for the year ended 31 December 2024.
These interim financial statements reflect all adjustments, which consist of normal and recurring adjustments necessary to present fairly the financial position as at 30 June 2025 and the results of operations and cash flows for the six months ended 30 June 2025 (“interim reporting period”). Operating results for the six months ended 30 June 2025 are not necessarily indicative of the results that may be expected for the full year ending 31 December 2025.
(b)Basis of measurement
These interim financial statements have been prepared on an accruals basis and are based on historical cost except for certain financial assets and liabilities which are measured at fair value. Historical cost is generally based on the fair values of the consideration given in exchange for assets.
All values in these interim financial statements are rounded to the nearest thousand, except where otherwise indicated.
(c)Functional and presentation currency
These interim financial statements are presented in U.S. dollars (“USD”, “US$” or “$”), which is the Group’s functional currency.
(d)Going concern
These interim financial statements have been prepared on a going concern basis, which contemplates the continuity of normal business activities and the realisation of assets and the settlement of liabilities in the ordinary course of business.
25
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
2.Basis of accounting (continued)
(d)Going concern (continued)
As at 30 June 2025, the Group’s current liabilities exceed current assets by $
In the event of the Scheme being implemented (refer Note 1 above), MAC and all its assets and liabilities will transfer to Harmony Australia and Harmony will be responsible to meet MAC’s obligations as and when they fall due.
As the implementation of the Scheme remains subject to certain conditions outside the control of both parties, to support the assessment of going concern, management have prepared a cashflow forecast which is independent of the Harmony Transaction and covers the period of at least 12 months from the date of these interim financial statements. Based on the cashflow forecast, management anticipates that the Group will be able to pay its debts as and when they fall due during this period. Noting the inherent risks associated with achieving the cashflow forecast, key assumptions in the cashflow forecast include:
● | The CSA mine achieving copper production within the guidance range announced by the Company; |
● | The Group continuing to maintain the efficiencies achieved within the CSA mine; |
● | The CSA mine producing sufficient cash inflows to fund MAC’s financing arrangements; and |
● | Continued strong copper price environment. |
The Directors have a reasonable expectation that these assumptions can be satisfied and believe it is appropriate to prepare these interim financial statements on a going concern basis. In the event that the key assumptions noted above are not achieved and additional funding is required, the Group can seek alternative sources of funding which the Directors believe would be available including the draw down of the revolving facility.
3.Changes in accounting standards and the Group’s accounting policies
The accounting policies applied in these interim financial statements are consistent with those applied in the Group’s full year consolidated financial statements. The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective. Several amendments apply for the first time in 2025, but do not have a material impact on the interim financial statements of the Group.
4.Use of judgements and estimates
In preparing these interim financial statements, management has made judgements and estimates that affect the application of the Group’s accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
The significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those described in the full year consolidated financial statements.
Estimates and underlying assumptions are reviewed on an ongoing basis and are consistent with the Group’s risk management commitments, where appropriate. Revisions to estimates are recognised prospectively.
Measurement of fair values
A number of the Group’s accounting policies require the measurement of fair values, for both financial assets and liabilities and non-financial assets and liabilities.
26
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
4.Use of judgements and estimates (continued)
Measurement of fair values (continued)
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these interim financial statements is determined on such a basis, except for leasing transactions that are within the scope of IFRS 16 Leases (“IFRS 16”), and measurements that have some similarities to fair value but are not fair value, such as net realisable value in IAS 2 Inventories (“IAS 2”) or value in use in IAS 36 Impairment of Assets (“IAS 36”).
In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:
● | Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; |
● | Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and |
● | Level 3 inputs are unobservable inputs for the asset or liability. |
Further information about the assumptions made in measuring fair values is included in Note 15.
5.Segment information
The chief operating decision maker has been identified as the Chief Executive Officer (“CEO”). The CEO makes decisions with respect to allocation of resources and assesses performance of the Group. The Group is organised and operates in
The CEO primarily uses a non-IFRS measure of adjusted earnings before interest, tax, depreciation and amortisation (see Adjusted EBITDA below) to assess the performance of the Group. The CEO also receives information about the Group’s revenue on a monthly basis. Information about the Group’s revenue is disclosed in Note 6.
Adjusted EBITDA
Adjusted EBITDA excludes the effects of significant items of income and expenditure which might have an impact on the quality of earnings such as restructuring costs, legal expenses and impairments where the impairment is the result of an isolated, non-recurring event. It also excludes the effects of equity-settled share-based payments and unrealised gains or losses on financial instruments.
27
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
5.Segment information (continued)
Adjusted EBITDA (continued)
Adjusted EBITDA reconciles to loss after tax as follows:
Six months ended 30 June | ||||
US$thousand |
| 2025 |
| 2024 |
Loss after tax |
| ( |
| ( |
Income tax (benefit)/expense |
| ( |
| |
Net finance costs |
| |
| |
Net change in fair value of financial instruments |
| |
| |
Operating profit |
| |
| |
Depreciation and amortisation |
| |
| |
Organisational restructuring expenses |
| — |
| |
IPO and transaction costs1 |
| |
| |
Other significant expenses2 |
| |
| |
Adjusted EBITDA |
| |
| |
1 related to the ASX IPO, acquisition of the CSA Copper Mine, refinancing and other investment decisions
2 includes discretionary bonuses and share based payments that would be due if the Scheme is implemented
6.Revenue
Six months ended 30 June | ||||
US$ thousand |
| 2025 |
| 2024 |
Sale of commodities - Copper |
| |
| |
Sale of commodities - Silver |
| |
| |
Total |
| |
| |
Upon the acquisition of CMPL, the Company entered into an Offtake Agreement with Glencore International AG (“GIAG”), the Switzerland-based parent entity of Glencore Operations Australia Pty Limited (“Glencore”). The Offtake Agreement is a LOM obligation, pursuant to which the Company is committed to selling all the material to Glencore, and GIAG is committed to buying all the material.
Revenue is derived principally from the sale of commodities, recognised once the control of the goods has transferred from the Group to the customer.
Products of the Group may be provisionally priced at the date revenue is recognised. As at 30 June 2025, the Group had
Under the Group’s sales offtake agreement, optionality exists to allow the parties to the transaction to complete advance payment sales. In such cases, the product may be sold at either the mine site and/or at port with title and control transferring earlier in the process than otherwise. For two transactions that occurred during the 2024 comparative period, the Group had applied ‘bill and hold’ guidance under IFRS 15. In applying this guidance, the key judgment in determining when to recognise revenue is assessing whether the bill and hold arrangement has substance. In assessing the substance of the bill and hold arrangement, the Group had considered the fact pattern specific to the sales in question, delays that occurred beyond both parties’ control, the structure of the contract with the counterparty, and the reason for the execution of the sale.
28
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
7.Finance income and costs
Six months ended 30 June | ||||
US$ thousand |
| 2025 |
| 2024 |
Finance income |
|
|
|
|
Interest income |
| |
| |
Realised gain on sale of investments |
| |
| — |
Foreign exchange gain | — | | ||
Total finance income |
| |
| |
| ||||
Finance costs |
|
|
|
|
Interest expense under the effective interest rate method on: |
|
|
|
|
– Loans and borrowings |
| ( |
| ( |
– Lease liabilities |
| ( |
| ( |
Debt extinguishment and modification costs | ( | — | ||
Unwinding of discount on rehabilitation provision | ( | ( | ||
Commodity swap loss | ( | ( | ||
Realised loss on warrants redemption | — | ( | ||
Realised loss on copper and silver streams | ( | ( | ||
Foreign exchange loss |
| ( |
| — |
Total finance costs |
| ( |
| ( |
Net change in fair value measurements of financial instruments |
|
|
|
|
Change in fair value of: |
|
|
|
|
– Warrant liability |
| ( |
| ( |
– Equity instruments | | ( | ||
– Embedded derivative – copper and silver streams |
| ( |
| ( |
– Embedded derivative – mezzanine debt facility |
| — |
| |
– Contingent liability – royalty deed | ( | ( | ||
– Contingent liability – copper consideration | ( | ( | ||
– Commodity swap liability | ( | ( | ||
Total net change in fair value of financial instruments |
| ( |
| ( |
Net finance costs |
| ( |
| ( |
8.Income taxes
The Group calculates the period income tax expense using the tax rate that would be applicable to the expected total annual earnings. The major components of income tax expense in the condensed consolidated statement of comprehensive income are:
Six months ended 30 June | ||||
US$ thousand |
| 2025 |
| 2024 |
Current income tax expense |
| |
| |
| |
| | |
| ||||
Deferred tax (benefit)/expense |
|
|
|
|
Origination and reversal of temporary differences |
| ( |
| |
| ( |
| | |
Total income tax (benefit)/expense |
| ( |
| |
29
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
9.Inventories
| 30 June |
| 31 December | |
US$ thousand | 2025 |
| 2024 | |
Current |
|
|
|
|
Supplies and consumables |
| |
| |
Work in progress |
| |
| |
Finished goods |
| |
| |
Total current |
| |
| |
Non-current |
|
|
|
|
Supplies and consumables |
| |
| |
Total non-current |
| |
| |
Total inventories |
| |
| |
At 30 June 2025:
● | Work in progress and finished goods inventory is measured at cost with |
● | Supplies and consumables is measured at cost less allowance for obsolete stock of $ |
● | Inventories that are not expected to be utilised or sold within 12 months are classified as non-current inventory and held in Australia. |
10.Property, plant and equipment
(a)Acquisitions and disposals
During the six months ended 30 June 2025, the Group acquired assets with a cost of $
(b)Depreciation
During the six months ended 30 June 2025, the Group recognised $
30
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
11.Loans and borrowings
| 30 June |
| 31 December | |
US$ thousand | 2025 |
| 2024 | |
Current |
|
|
|
|
Senior syndicated facility |
| |
| |
Copper stream |
| |
| |
Silver stream |
| |
| |
| |
| | |
Non-current |
|
|
|
|
Mezzanine debt facility |
| — |
| |
Senior syndicated facility |
| |
| |
Copper stream |
| |
| |
Silver stream |
| |
| |
| |
| | |
| |
| |
The following table presents the continuity schedule of loans and borrowings during the period ended 30 June 2025:
US$ thousand | Carrying amount | |
Balance as of 1 January 2025 |
| |
Drawdowns |
|
|
Drawdown of senior syndicated facility |
| |
Arrangement fee deducted from drawdown |
| ( |
| ||
Repayments |
|
|
Mezzanine debt facility |
| ( |
Copper and silver delivered against copper and silver stream |
| ( |
| ||
Other movements |
|
|
Debt extinguishment and modification costs |
| |
Amortisation expense |
| |
Balance as of 30 June 2025 | |
During the period, on 13 March 2025, MAC announced the amendments to the Company’s debt structure. As a result of these amendments:
a) | the senior syndicated facility agreement (“SFA”) has been amended in the following manner: |
● | National Australia Bank Limited, Westpac Banking Corporation and Macquarie Bank Limited have joined the group of Senior Lenders; |
● | Repayments under Facility A of $ |
● | Revolving Facility B has been increased from $ |
● | A new letter of credit facility (“Facility C”) of $ |
● | Final scheduled maturity date of these facilities has been extended to 14 March 2028; and |
31
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
11.Loans and borrowings (continued)
● | Margin included in the interest on these facilities has been changed from a fixed |
b) | MAC exercised its right to repay the mezzanine debt facility in full. MAC utilised the proceeds from the 15 October 2024 private placement and $ |
| Six months ended | |
US$ thousand | 30 June 2025 | |
Repayment - Mezzanine debt facility | | |
Repayment - Mezzanine debt facility embedded derivative (Note 15) | | |
Total repayment before interest and costs | | |
Accrued interest up to the date of repayment | | |
Additional prepayment interest per the terms of early settlement | | |
Other costs related to settlement | | |
Total repayment | |
12.Provisions
| Employee |
| Rehabilitation |
| ||
US$ thousand |
| entitlements |
| costs |
| Total |
Balance as of 1 January 2025 |
| |
| |
| |
Released | ( | — | ( | |||
Additions | — | | | |||
Accretion | — | | | |||
Movements from foreign exchange impact | | — | | |||
Balance as of 30 June 2025 | | | | |||
|
|
|
| |||
Current | | — | | |||
Non-current | | | | |||
Balance as of 30 June 2025 | | | |
13.Other financial liabilities
| 30 June |
| 31 December | |
US$ thousand | 2025 |
| 2024 | |
Current |
|
|
|
|
Contingent consideration |
| |
| |
Royalty liability | | | ||
Financial liabilities arising from sale and leaseback transaction |
|
| | |
| | |||
|
| |||
Non-current | ||||
Contingent consideration |
| |
| |
Royalty liability | | |||
Financial liabilities arising from sale and leaseback transaction |
| — |
| |
| |
| | |
| |
32
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
14.Financial instruments and financial risk management
Due to the nature of operations, the Group is subject to certain financial risks. The key financial risk factors that arise from the Group’s activities, including the Group’s policies for managing the financial risks, are outlined below.
(a)Market risk
Commodity price risk
The Group is subject to price risk associated with fluctuations in the market prices for copper and silver. A significant change in commodity prices could have a material effect on the Group’s revenues and financial instruments, including certain derivative instruments and contingent consideration whose values fluctuate with changes in the prices of copper or silver (Note 15).
The Group closely monitors trends in the market prices of copper, silver and other metals as part of its routine activities, as these trends could significantly impact future cash flows. As at 30 June 2025, the Group estimates that a
Currency risk
The foreign currency transactions entered into by the Group are not generally hedged. The carrying amounts of the Group’s foreign currency denominated monetary assets and liabilities are as follows:
| Australian |
|
| |||
Local currency thousand | Dollar | Euro | Total | |||
30 June 2025 |
|
|
|
|
|
|
Cash and cash equivalents |
| |
| — |
| |
Trade and other receivables |
| |
| — |
| |
Trade and other payables |
| ( |
| — |
| ( |
Lease liabilities |
| ( |
| — |
| ( |
Total |
| ( |
| — |
| ( |
|
|
| ||||
31 December 2024 | ||||||
Cash and cash equivalents | | — | | |||
Trade and other receivables | | — | | |||
Trade and other payables | ( | ( | ( | |||
Lease liabilities | ( | — | ( | |||
Total | | ( | |
The following table details the Group’s estimated sensitivity to a
A positive number below indicates an increase in profit where the USD strengthens
30 June | 31 December | |||
US$ thousand | 2025 |
| 2024 | |
Australian Dollar |
|
|
|
|
Profit or loss |
| ( |
| |
Other |
|
|
|
|
Profit or loss |
| — |
| ( |
33
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
14.Financial instruments and financial risk management (continued)
(a)Market risk (continued)
Interest rate risk
As at 30 June 2025, the Group estimates that a
(b)Credit risk
The Group’s only customer is GIAG in Switzerland, which represents
(c)Liquidity risk
The Group’s credit profile and funding sources ensure that sufficient liquid funds are maintained to meet its liquidity requirements. As part of its liquidity management, the Group closely monitors and plans for its future capital expenditure well ahead of time.
15.Fair value measurement
The Group has assessed that the fair values of cash and cash equivalents, trade and other receivables, trade and other payables and accrued liabilities and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
The Group’s investment in a listed entity is fair valued by Level 1 inputs utilising quoted prices (unadjusted) in active markets for identical assets.
The fair value of the Group’s long-term loans and borrowings are determined using Level 2 inputs utilising contractual cash flows, interest rate curves, swaption volatilities, and the Group’s implied credit spread.
34
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
15.Fair value measurement (continued)
The following table shows the carrying values, fair values and fair value hierarchy of the Group’s financial instruments as at 30 June 2025 and 31 December 2024:
|
| 30 June 2025 |
| 31 December 2024 | ||||||
US$ thousand | Level | Carrying value |
| Fair value | Carrying value |
| Fair value | |||
Financial assets |
|
|
|
|
|
|
|
|
|
|
Fair value through profit or loss |
|
|
|
| ||||||
Cash and cash equivalents |
| 1 | |
| |
| |
| | |
Investments |
| 1 |
| |
| |
| |
| |
Trade and other receivables |
| 1 |
| |
| |
| |
| |
Total financial assets | | | | | ||||||
Financial liabilities |
|
|
|
|
| |||||
Amortised cost | ||||||||||
Trade and other payables |
|
| |
| |
| |
| | |
Lease liability |
|
| |
| |
| |
| | |
Loans and borrowings |
| 2 |
| |
| |
| |
| |
Other financial liabilities (excluding contingent consideration) |
|
| |
| |
| |
| | |
| | | | |||||||
Fair value through profit or loss |
|
|
|
|
|
|
|
|
| |
Other financial liabilities (contingent consideration) |
|
|
|
|
|
|
|
|
|
|
Royalty deed |
| 3 |
| |
| |
| |
| |
Contingent copper consideration |
| 3 |
| |
| |
| |
| |
Derivative financial liabilities |
|
|
|
|
|
|
|
|
|
|
Mezz Warrants | 3 |
| |
| |
| |
| | |
Mezzanine debt facility embedded |
|
|
|
|
|
|
|
|
|
|
derivative |
| 2 |
| — |
| — |
| |
| |
Silver stream embedded derivative |
| 3 |
| |
| |
| |
| |
Copper stream embedded derivative |
| 3 |
| |
| |
| |
| |
Commodity swap liability |
| 2 |
| |
| |
| |
| |
| | | | |||||||
Total financial liabilities |
|
|
| |
| |
| |
| |
There have been
35
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
15.Fair value measurement (continued)
Derivative instruments
The following table shows the fair values of the Group’s derivative financial assets and liabilities as at 30 June 2025 and 31 December 2024:
|
| 30 June |
| 31 December | ||
US$ thousand | Note | 2025 |
| 2024 | ||
Derivative financial liabilities |
|
|
|
|
|
|
Current |
|
|
|
|
|
|
Silver stream embedded derivative |
| (a) |
| |
| |
Copper stream embedded derivative |
| (b) |
| |
| |
Mezzanine debt facility embedded derivative | (d) |
| — |
| | |
Commodity swap liability | (e) | | | |||
| | |||||
Non-current |
|
|
|
|
|
|
Silver stream embedded derivative |
| (a) |
| |
| |
Copper stream embedded derivative |
| (b) |
| |
| |
Warrants | (c) |
| |
| | |
Mezzanine debt facility embedded derivative | (d) |
| — |
| | |
Commodity swap liability | (e) | — | | |||
| |
| | |||
Total derivative financial liabilities |
| |
| |
(a)Silver stream embedded derivative
The silver stream embedded derivative is measured at fair value through profit or loss and valued using a silver future curve simulation valuation model at each reporting date.
The significant unobservable inputs used in the fair value measurement of the embedded derivative pertains to the anticipated silver deliveries. In isolation, a significant increase (decrease) in anticipated silver deliveries would result in a significantly lower (higher) fair value measurement. In addition to estimation of the Group’s anticipated deliveries of silver over the term of the agreement, the following key inputs were used for the valuation of the embedded derivative:
| 30 June |
| 31 December | |||
2025 | 2024 |
| ||||
Silver spot price (per oz) | | $ | |
| ||
Own credit spread | | % | | % |
In isolation, at 30 June 2025, a
36
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
15.Fair value measurement (continued)
Derivative instruments (continued)
(a)Silver stream embedded derivative (continued)
The following table presents the continuity schedule for the silver stream embedded derivative for each of the following periods:
Six months ended 30 June | ||||
US$ thousand |
| 2025 |
| 2024 |
Balance as of beginning of period |
| |
| ( |
Change in fair value |
| |
| |
Balance as of end of period |
| |
| |
(b)Copper stream embedded derivative
The copper stream embedded derivative is measured at fair value through profit or loss and valued using a copper future curve simulation valuation model at each reporting date.
The significant unobservable inputs used in the fair value measurement of the embedded derivative pertains to the anticipated copper deliveries. In isolation, a significant increase (decrease) in anticipated copper deliveries would result in a significantly lower (higher) fair value measurement. In addition to estimation of the Group’s anticipated deliveries of copper over the term of the agreement, the following key inputs were used for the valuation of the compound embedded derivative:
| 30 June |
| 31 December |
| |||
2025 | 2024 | ||||||
Copper spot price (per tonne) | $ | | $ | |
| ||
Copper price volatility |
| | % | | % | ||
Own credit spread |
| | % | | % |
In isolation, at 30 June 2025, a
The following table presents the continuity schedule for the copper stream embedded derivative for each of the following periods:
| Six months ended 30 June | |||
US$ thousand | 2025 | 2024 | ||
Balance as of beginning of period |
| |
| ( |
Initial recognition |
| — |
| |
Change in fair value |
| |
| |
Balance as of end of period |
| |
| |
(c)Warrants
|
| Private |
| |||
Placement | ||||||
US$ thousand | Public Warrants | Warrants | Mezz Warrants | |||
For six months ended 30 June 2025 | ||||||
Balance as of beginning of period |
| — |
| — |
| |
Change in fair value |
| — |
| — |
| |
Balance as of end of period |
| — |
| — |
| |
37
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
15.Fair value measurement (continued)
Derivative instruments (continued)
(c)Warrants (continued)
|
| Private |
| |||
Placement | ||||||
Public Warrants | Warrants | Mezz Warrants | ||||
For six months ended 30 June 2024 |
|
|
|
|
|
|
Balance as of beginning of period |
| |
| |
| |
Change in fair value |
| |
| |
| |
Redemption of warrants |
| ( |
| ( |
| — |
Balance as of end of period |
| — |
| — |
| |
The Company’s Public Warrants, Private Placement Warrants and Mezz Warrants did not meet the “fixed for fixed” criteria under IAS 32 Financial Instruments: Presentation (“IAS 32”) and were classified and accounted for as derivative liabilities at fair value through profit or loss.
During the comparative period ended 30 June 2024, the Company redeemed all of the Public Warrants and Private Placement Warrants for a redemption price of US$
The fair value of the Mezz Warrants is determined using a Monte Carlo simulation model. As of 30 June 2025, there were
The following assumptions were used for the valuation of the Mezz Warrants. The significant unobservable inputs in the fair value measurement are the expected life of the Mezz Warrants and the expected volatility based on comparable publicly traded companies.
| 30 June |
| 31 December |
| |||
2025 | 2024 | ||||||
Risk-free rate |
| | % | | % | ||
Warrant expected life |
|
|
| ||||
Expected volatility |
| | % | | % | ||
Expected dividend yield |
| | % | | % | ||
Share price (US$) | $ | | $ | |
Significant increases (decreases) in any of these inputs in isolation would result in a significantly higher (lower) fair value measurement. Generally, a change in the assumption used for the expected volatility is accompanied by a directionally opposite change in the assumption used for the expected life of the Mezz Warrants.
(d)Mezzanine debt facility embedded derivative
The mezzanine debt facility embedded derivative was measured at fair value through profit or loss and valued using a Monte-Carlo simulation model in relation to the future copper price and incorporation of the Longstaff-Schwartz algorithm to value the prepayment option. The key inputs in the valuation technique included the risk-free rate, copper price volatility, copper price forward curve, and the Company’s credit spread.
During the period, the mezzanine debt facility embedded derivatives were derecognised upon the settlement of mezzanine debt facility (refer Note 11).
38
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
15.Fair value measurement (continued)
Derivative instruments (continued)
(e)Commodity swap liability
On 15 June 2023, the Company entered into commodity swap agreements with Citibank, Bank of Montreal (“BMO”) and National Bank of Canada (“NBC”) respectively. The underlying commodity of the
During the period, on 16 April 2025, the commodity swap agreement with NBC was novated in such a way that NBC transferred all of its rights, liabilities, duties and obligation obligations under the agreement to Westpac Banking Corporation (“Westpac”).
The commodity swap agreements are summarised below:
Counterparty |
| Citibank |
| BMO |
| Westpac / NBC | |||
Effective date | 1 July 2023 | 1 July 2023 | 1 July 2023 | ||||||
Termination date | 31 May 2026 | 30 May 2026 | 31 May 2026 | ||||||
Total notional quantity (MT) |
| |
| |
| | |||
Fixed price (US$) |
| |
| |
| | |||
Reference price | LME cash settlement price for Copper | ||||||||
Settlement frequency |
| Monthly |
| Monthly |
| Monthly |
As the agreements meet the definition of a derivative, each contract is measured at fair value through profit or loss.
Contingent consideration
The following table shows the fair values of the Group’s contingent consideration payable as at 30 June 2025 and 31 December 2024:
|
| 30 June |
| 31 December | ||
US$ thousand | Note | 2025 | 2024 | |||
Royalty deed |
| (a) |
|
| | |
Contingent copper consideration |
| (b) |
|
| | |
| |
| |
(a)Royalty deed
Pursuant to the Net Smelter Returns (“NSR”) royalty agreement entered in connection with the acquisition of CMPL, the contingent consideration is recognised at fair value through profit and loss and valued at each reporting date using the present value of expected cash flows and timing of the NSR over the expected life of the CSA mine using an effective interest rate of
39
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
15.Fair value measurement (continued)
Contingent consideration (continued)
(a)Royalty deed (continued)
The following table presents the continuity schedule for the royalty deed for each of the following periods:
| Six months ended 30 June | |||
US$ thousand |
| 2025 |
| 2024 |
Balance as of beginning of period |
| |
| |
Change in fair value |
| |
| |
Royalty accruals and payments |
| ( |
| ( |
Balance as of end of period |
| |
| |
(b)Contingent copper consideration
The contingent copper consideration, in connection with the acquisition of CMPL, comprises
The contingent copper consideration is recognised at fair value through profit and loss and valued using a Monte Carlo simulation model at each reporting date. The fair value for each contingent component is the result of the average expected payoff of all simulation iterations discounted to the present value at the risk-free borrowing rate. The change in fair value is dependent on the movement in copper prices and the change in the risk-free borrowing rate.
The following key inputs were used for the valuation of the contingent copper consideration. The significant unobservable input in the fair value measurement is the reversion factor. A significant increase (decrease) in the reversion factor, in isolation, would result in a significantly higher (lower) fair value measurement.
| 30 June |
| 31 December |
| |||
2025 | 2024 | ||||||
Long-term copper price | $ | |
| $ | |
| |
Copper spot price | $ | |
| $ | |
| |
Annual price volatility |
| | % | | % | ||
Annual inflation rate |
| | % | | % | ||
Risk-free rate |
| | % | | % | ||
Reversion factor |
| | % | | % |
The following table presents the continuity schedule for the contingent copper consideration for each of the following periods:
Six months ended 30 June | ||||
US$ thousand |
| 2025 |
| 2024 |
Balance as of beginning of period |
| |
| |
Change in fair value |
| |
| |
Balance as of end of period |
| |
| |
40
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
16.Liability for cash-settled share-based payments
During the period ended 30 June 2025, MAC’s Board resolved that, in case of the Scheme (refer Note 1) becoming legally effective, all outstanding restricted stock units (“RSUs”) and performance stock units (“PSUs”) granted under the Long-Term Incentive Plan (whether unvested or vested) will be cancelled with each RSU and PSU holder getting a cash consideration equal to the product of in the case of RSUs, the Scheme Consideration and the total number of RSUs held; and in the case of PSUs, the Scheme Consideration and the total number of PSUs held multiplied by
At the reporting date, management considered the implementation of the Scheme more likely than not and determined the fair values of these cash settled share-based payments as at 30 June 2025 as if the Scheme will be implemented. The Company has recorded the associated liability as non-current at 30 June 2025 on the basis that until the conditions precedent in respect of the Scheme, including shareholder approval are resolved, the Company has the right to defer the settlement of these liabilities for 12 months at 30 June 2025.
17.Share capital
Issue of ordinary shares
During the period ended 30 June 2025, MAC redeemed a total of
During the comparative period ended 30 June 2024:
● | On 20 February 2024, MAC issued |
● | On 10 June 2024, MAC redeemed all of its Public Warrants and Private Placement Warrants and issued |
● | On 14 June 2024, MAC redeemed |
18.Related party disclosures
Key management personnel compensation
For the six months ended 30 June 2025, key management personnel compensation comprised short-term employee benefits, post-employment benefits and share-based payments of $
41
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
19.Commitments and contingencies
Registration rights
The holders of the (i) founder shares (which were issued in a private placement prior to the closing of the U.S. IPO), (ii) Private Placement Warrants (which were issued in a private placement simultaneously with the closing of the U.S. IPO) and (iii) Private Placement Warrants (that were issued upon conversion of Working Capital Loans) will have registration rights to require the Company to register a sale of any of the securities held by them pursuant to the A&R Registration Rights Agreement so long as such demand includes a number of registrable securities with a total offering price in excess of $
Rehabilitation bond
MAC is required to provide performance guarantees to the state of New South Wales (“NSW”) equivalent to the estimated total amount required to fulfil any rehabilitation costs associated with CMPL mining activities.
Upon the acquisition of CMPL, Glencore was subject to contractual commitments whereby it had agreed to provide these performance guarantees for up to AU$
During the period, on 27 March 2025, MAC utilised the new letter of credit Facility C of $
As at 30 June 2025 the total value of the rehabilitation bonds amounted to AU$
Capital commitments
Capital expenditure for the acquisition of property, plant and equipment is generally funded through the cash flow generated by the business. As at 30 June 2025, $
Environmental contingencies
The Group’s operations are subject to various environmental laws and regulations. The Group is in material compliance with those laws and regulations. The Group accrues for environmental contingencies when such contingencies are probable and reasonably estimable. Such accruals are adjusted as new information develops or circumstances change. Recoveries of environmental remediation costs from insurance companies and other parties are recorded as assets when the recoveries are virtually certain. At this time, the Group is unaware of any material environmental incidents at the CSA mine. Any potential liability arising from the above is not expected to have a material adverse effect on the Group’s income, financial position or cash flow.
42
MAC Copper Limited
Notes to the condensed consolidated financial statements
(continued)
20.Subsequent events
Harmony Transaction
Subsequent to the period end and up to the date of approval of these financial statements, the following progress has been made in relation to the Harmony Transaction (refer Note 1):
● | On 22 July 2025, MAC announced that: |
- | MAC has entered into restructuring documents with Harmony, OR Royalties Limited (formerly Osisko Bermuda Limited) and Glencore (as applicable) pursuant to which the parties have agreed to amend various documents in connection with the copper stream, the silver stream and the royalty deed, with such amendments to take effect after the Scheme has been implemented. |
● | On 31 July 2025, MAC announced that: |
- | the Court has made orders, among other things, that MAC: |
o | convene a meeting of eligible shareholders to consider and vote on a resolution to approve the Scheme (“Court Meeting”); and |
o | convene a meeting of MAC shareholders immediately after the Court Meeting to approve certain other matters in connection with the implementation of the Transaction (“General Meeting”). |
- | The Court also approved the dispatch of a scheme circular, which, among other things, contains full details of the Scheme (the “Scheme Circular”). |
● | On 5 August 2025, MAC announced that the Scheme Circular has been dispatched on 4 August 2025 and made available on MAC’s website. |
● | On 8 August 2025, MAC announced that MAC has been notified by Harmony that Harmony has received written confirmation from the Financial Surveillance Department of the South African Reserve Bank that it has no objection to the implementation of the Scheme and Harmony’s intended funding of the Scheme Consideration. |
● | On 18 August 2025, MAC announced that MAC has been notified by Harmony that Harmony has received written notice on behalf of the Australian Federal Treasurer stating that the Commonwealth Government does not object to the Scheme and that all the regulatory conditions to the Scheme have been satisfied. |
● | The Court Meeting and the General Meeting are scheduled for 29 August 2025. |
Contingent copper consideration
The contingent copper consideration, in connection with the acquisition of CMPL, comprises
There have been no other events subsequent to balance sheet date which would have a material effect on the Group’s interim financial statements for the six months ended 30 June 2025.
43
DIRECTORS’ DECLARATION
In the opinion of the directors of MAC Copper Limited (the Company):
a. | the consolidated financial statements and notes, set out on pages 20 to 43: |
i. | give a true and fair view of the Group’s consolidated financial position as at 30 June 2025 and its consolidated performance for the half year ended on that date; and |
ii. | comply with Accounting Standards and other mandatory professional reporting requirements; and |
b. | there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. |
Signed in accordance with a resolution of the directors:
/s/ Patrice Merrin |
| /s/ Michael James McMullen |
Patrice Merrin Chair | Mick McMullen CEO |
Dated at Perth this 22nd day of August 2025