ACG in Landmark London-listed De-SPAC Under New UK FCA SPAC Rules

Cleary Gottlieb advised ACG Metals Limited (ACG), previously ACG Acquisition Company Limited—a London-listed SPAC—on its acquisition of the Gediktepe mine in Türkiye from Lidya Madencilik Sanayi ve Ticaret Anonim Şirketi, a subsidiary of Istanbul-based conglomerate Çalık Holding.

The upfront consideration for this acquisition consisted in cash and shares. The firm advised on the corporate, capital markets, M&A, employment, and tax aspects of the transaction.

The acquisition of the Gediktepe mine closed on September 3, 2024. The re-admission of ACG’s enlarged ordinary capital and listed warrants on the London Stock Exchange took place at 8:00 a.m. (London time) on September 5, 2024.

This transaction constitutes the first de-SPAC acquisition to complete under the new SPAC rules adopted by the UK Financial Conduct Authority in July 2021. The firm had also advised ACG in connection with its initial public offering and listing on the London Stock Exchange in October 2022.