BMA and Pinheiro Neto advise on Lynas-Meteoric deal
Lynas Rare Earths, described as the only commercial producer of separated light and heavy rare earth oxides outside China, has agreed to acquire Meteoric Resources for US$671 million through a scheme of arrangement governed by Australian law. Both companies are listed on the ASX, and the deal is considered the first significant transaction involving a critical minerals asset in Brazil to be signed after the enactment of the country’s new legal framework for critical minerals.
BMA Advogados served as Brazilian legal counsel to Lynas, while Pinheiro Neto Advogados advised Meteoric Resources on local law matters. Internationally, Mallesons acted as counsel to Lynas and Allens advised Meteoric. The Brazilian teams were responsible for due diligence on the target and its mineral assets in the country, particularly the Caldeira rare earths project located in Poços de Caldas, Minas Gerais, as well as advising on the Brazilian law aspects of the transaction documents.
The entry into force of Brazil’s new critical minerals legal framework during the course of the negotiation introduced new regulatory obligations, requiring the teams to reassess how the project was classified and to incorporate the resulting requirements into the transaction documents. The deal also required analysis of judicial and administrative proceedings related to the project’s environmental licensing, with the associated risks mapped and addressed within the deal structure.
On the Lynas side, the BMA team was led by partner Camila Goldberg Cavalcanti, supported by associate João Raso. The broader BMA group also included partners Maria Donati, Márcio Pereira, Guilherme Zoghbi Ayala, Anna Carolina Malta Spilborghs, Fernanda Nasciutti, Hermano A. C. Notaroberto Barbosa, Adriana Dib Fuzinato and Marcos Exposto, together with associates Ana Carolina Cerqueira Duque, Caio Leonardo De Figueiredo Gomes, Giulia Gasparin Celestino, Ana Luisa Nascimento Dantas, Raquel Maluf, Juliana Soares De Carvalho Regueira, Karina Braga Do Almo and Julia Krein.
For Meteoric, Pinheiro Neto’s team was led by partner Roberta Stettinger Bilotti Demange, with senior associate Marina Bertucci Ferreira and associate Ádila Sales dos Santos.