In the years since the 2008 global financial crisis, mining companies have been focusing on their balance sheets, consolidating in core geographic markets, and adjusting their outlooks to a business environment characterized by lower commodity prices. With that backdrop, mergers and acquisitions (M&A) activity in the mining sector evolved in terms of both deal volume and total deal value. With the industry transitioning from growth to portfolio optimization, recent M&A activity has been characterized by targeted deals relating to specific assets, instead of full-blown change-of-control mega deals and public company mergers. With this in mind, this chapter presents an analysis of some of the principal contractual terms in private acquisition transactions among mining companies in this environment, including representations and warranties, indemnities and upside protection mechanics, and the factors that may be driving those trends.
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