Orica Mining Services Peru S.A. entered into an agreement to acquire 83.5% stake in Exsa S.A. (BVL:EXSAI1) from Grupo Breca for a deal valued at approximately AUD 300 million on February 18, 2020. The acquisition price of Exsa of AUD 302 million is on a debt free, cash free basis and assuming 100% acquisition. In related transaction, Orica Limited will raise approximately AUD 500 million and will enter into share purchase plan with eligible shareholders to raise AUD 100 million. The acquisition will be cash funded through a capital raising comprising a fully underwritten AUD 500 million institutional share placement and a non-underwritten share purchase plan capped at AUD100 million with the remaining funds to provide greater balance sheet flexibility to support investment in Orica's core capital initiatives and growth engines. Upon the completion of the transaction, Orica will launch tender offers in accordance with Peruvian law and market practice to Exsa's other shareholders for the remaining 16.5% of the share capital in Exsa. The completion of the tender offer process is expected by the end of calendar year 2020.

The transaction completion is subject to completion adjustments including for movements in working capital. The transaction is expected to completed by May 2020. Citigroup Global Markets Australia Pty Limited acted as financial advisor to Orica Limited. Guillermo Ferrero, Víctor Abad, José Salgado, Alfonso Pérez Bonany, Fabiola Capurro, Carlos González Prada, Fabio Ruesta and Jesibel Rosillo of Philippi Prietocarrizosa Ferrero Du & Uria and Estudio Echecopar acted as legal advisor to Orica Limited. BofA Securities acted as financial advisor to Breca in the transaction. Estudio Echecopar acted as legal advisor for Orica. Jean Paul Chabaneix, Augusto Cáceres, Adriana Bracamonte Marroquin, Sebastián Elías, Carolina Chipollini, Rómulo Muñoz, Milagros Mutsios and Martín La Rosa of Rodrigo, Elías & Medrano acted as legal advisors for Grupo Breca.

Orica Mining Services Peru S.A. completed the acquisition of 83.5% stake in Exsa S.A. (BVL:EXSAI1) from Grupo Breca on April 30, 2020. Liliana Espinosa and Fernando Sam of Baker & McKenzie LLP acted as legal advisor to Orica Mining Services Peru.