Atlas Metals Group plc has entered into a conditional agreement to acquire Universal Pozzolanic Silica Alumina Ltd (UPSA) in an all-share deal valued at GBP1bn (US$1.35bn). If completed, the transaction would constitute a reverse takeover under UK Listing Rules and is expected to transform Atlas into a company with a market capitalisation exceeding GBP1bn.

UPSA, incorporated in England and Wales, controls the commercialisation rights to the Warialda Quarry in New South Wales, Australia, home to one of the world’s largest deposits of pozzolanic silica alumina (PSA). This naturally occurring material is a key ingredient in low-carbon “green concrete” and is regarded as an important contributor to reducing the eight per cent of global CO2 emissions generated by cement production.

A Competent Person’s Report by SLR Consulting estimates an inferred resource of 160.68Mt comprising 33.27Mt of sand and 127.41Mt of pozzolanic sandstone. If converted from inferred to proven category, the deposit could carry a net present value of AUD3.30bn (US$2.18bn), based on a 25-year cash flow model.

Advertisement

Under the proposed structure, current Atlas shareholders would hold three per cent of the enlarged entity, while UPSA’s vendor shareholders would retain 97 per cent. The transaction remains subject to shareholder approval, regulatory clearance, publication of a prospectus, and readmission to the London Stock Exchange.

Chief executive Chris Chadwick said the acquisition would create a “unique proposition on the London Stock Exchange” and noted growing global interest from major cement and concrete producers.