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Ivanhoe Mines and Gécamines sign new joint venture to restart the ultra-high-grade Kipushi mine, a century since first opening

Mine Development & Operations Mergers & Acquisitions Partnerships & JV

January 16, 2024

Ivanhoe Mines and Gécamines sign new joint venture to restart

the ultra-high-grade Kipushi mine, a century since first opening

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Construction of new concentrator and underground development

well ahead of schedule for first production in Q2 2024

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Kipushi expected to produce more than 250,000 tonnes of zinc

annually over first five years

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New Kipushi commercial border crossing and bypass road to

unlock value for Kipushi and Kamoa-Kakula

KIPUSHI, DEMOCRATIC REPUBLIC OF CONGO (DRC) – Ivanhoe Mines (TSX: IVN;

OTCQX: IVPAF) Executive Co-Chair Robert Friedland and President Marna Cloete,

together with Chairman Guy-Robert Lukama Nkunzi and General Manager Placide Nkala

Basadilua of Gécamines, the Democratic Republic of Congo’s state-owned mining

company, are pleased to announce today the signing of the new joint venture

agreement to restart the ultra-high-grade Kipushi zinc-copper-germanium-silver mine.

In addition, Ivanhoe is pleased to provide an update on the restart of Kipushi, with both

surface construction activities and underground development tracking ahead of

schedule for first production, expected in the second quarter of 2024.

The signing of the new joint venture agreement heralds the beginning of a new era of

production for the Kipushi Mine, which will resume operations one hundred years after

first opening in 1924 as the world’s richest copper mine.

Gécamines’ Chairman, Guy-Robert Lukama Nkunzi commented:

“The relaunch of the Kipushi mine is a source of pride for all of Gécamines’ employees,

the local communities of Kipushi town, the Haut-Katanga Province as well as our

country as a whole. The restart of operations of a mine as emblematic as Kipushi, after

30 years of inactivity, is a strong signal of the desire and commitment of Gécamines,

and its partner Ivanhoe Mines, to contribute to the DRC’s economic development, in

accordance with the vision outlined by His Excellency, the President of the Republic

Félix-Antoine Tshisekedi Tshilombo.

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“Thanks to this agreement, Gécamines will immediately increase its stake in KICO to

38%, then to 43% in 2027, strengthening its position in the joint venture. More

importantly, Gécamines working alongside its world-class partner, will unlock the

substantial potential of this unique, ultra-high-grade zinc deposit, with notable

quantities of germanium, copper and other metals critical for global growth.

“The successful development of Kipushi will create prosperity on many levels. We will

be creating local employment and developing the local economy, and we will also

structurally strengthen Gécamines and the Democratic Republic of Congo, placing them

on the world stage for the production of strategic minerals.”

Ivanhoe Mines’ Founder and Executive Co-Chairman, Robert Friedland commented:

“We are delighted to execute the joint-venture agreement with our long-term partners at

Gécamines. Together we will make Kipushi great again! Kipushi is an extraordinary

mineral endowment, holding not only the world's richest zinc orebody, but also

significant quantities of copper, lead, silver, germanium and gallium. Kipushi is another

great example of the unparalleled opportunities in the DRC for mineral development.

There is no better place on our planet to build a mine. This makes the Central African

Copperbelt and high-grade mines, like Kipushi and Kamoa-Kakula, strategically

important worldwide … especially in light of the increasing fragmentation of supply

chains and the growing demand for low-carbon-intensive strategic minerals.

“We would like to commend the dedicated Kipushi team, our joint-venture partner

Gécamines, and the hardworking Congolese people for their exceptional contributions

towards restarting this historic mine. The project is advancing ahead of schedule, in line

with our track record of operational excellence. Kipushi’s restart follows the timely and

cost-effective delivery of Phases 1 and 2 at the Kamoa-Kakula Copper Complex, with

Phase 3 now also ahead of schedule for first production in the third quarter of 2024.”

Highlights of the joint-venture agreement between Kipushi Holding,

Gécamines and KICO

As announced on February 14, 2022, Gécamines, Kipushi Holding and Kipushi

Corporation (KICO) signed a term sheet to return the Kipushi Mine to commercial

production. The agreement has now been fully executed. The terms are unchanged from

the original transaction and are summarized below:

• Upon completion of conditions precedent of the full agreement, Kipushi Holding, a

100%-owned subsidiary of Ivanhoe Mines, transfers to Gécamines an additional 6%

of the share capital and voting rights in KICO. As a result, Gécamines’ ownership in

Kipushi Holding increases from 32% to 38%.

• From January 25, 2027, an additional 5% of the share capital and voting rights in

KICO shall be transferred from Kipushi Holding to Gécamines, further increasing

Gécamines’ ownership to 43%.

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• Kipushi Holding would retain its 57% ownership in KICO in the event that part of

KICO’s share capital is required to be transferred to the DRC State or any third

party, pursuant to an applicable legal or regulatory provision. Therefore, Gécamines

would transfer any KICO shares required.

• Throughout the exploitation of the Big Zinc, estimated at 12 years, Gécamines will

have the option to purchase and locally process the concentrate produced by KICO.

• Once a minimum of the current proven and probable reserves and up to 12 million

tonnes have been mined and processed, an additional 37% of the share capital and

voting rights in KICO shall be transferred from Kipushi Holding to Gécamines. After

which, Kipushi Holding and Gécamines will hold 20% and 80%, respectively.

• A new supervisory board and executive committee, with appropriate shareholder

representation, is in the process of being established.

• New initiatives will be implemented focusing on the development of Congolese

employees, including individual development, the identification of future leaders,

succession planning and the promotion of gender equality across the workforce.

(L-R) Olivier Binyingo, SVP Public Affairs DRC, Ivanhoe Mines; Placide Nkala

Basadilua, GM, Gécamines; Marna Cloete, President, Ivanhoe Mines, and; Guy-

Robert Lukama Nkunzi, Chairman, Gécamines.

Dedicated Kipushi commercial border crossing to unlock direct export and

import access to Zambia

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The Kipushi Mine is adjacent to the border town of Kipushi, approximately 30 kilometres

southwest of Lubumbashi on the DRC Copperbelt. Kipushi is approximately 250

kilometres southeast of the Kamoa-Kakula Copper Complex and less than one kilometre

from the Zambian border.

The commercial border crossings at Kasumbalesa and Sakania, also in Haut-Katanga

province, handle most of the DRC Copperbelt’s imports and exports (see Figure 1).

Ivanhoe Mines has been engaging with the provincial government of Haut-Katanga on a

new commercial DRC-Zambia road border crossing at the town of Kipushi. In 2023, a

series of study options were presented and reviewed by the provincial government of

Haut-Katanga and the national authorities in the DRC. Support was received to create a

new one-stop border post on the southern edge of Kipushi town within the DRC. The

new border infrastructure is expected to consist of a staging area and administration

building on both the DRC and Zambian sides of the border.

Figure 1. Map of the current and planned commercial DRC-Zambia road border

infrastructure used by the DRC Copperbelt for exporting mineral products

The appointment of the road-building contractor, by the Haut-Katanga province, has

also been made. The contractor will construct the 13-kilometre sealed, bypass road

around the town of Kipushi that will connect the existing N37 main road to the Kipushi

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site. Mobilization of the construction contractor is expected to commence imminently.

Ivanhoe Mines has entered into an agreement with the Province of Haut-Katanga to both

fund and joint-manage the construction of the bypass road.

Concurrently, work is underway by the Zambian government to upgrade roads for

commercial traffic on the Zambian side of the border, connecting the T5 highway to the

new commercial Kipushi border (see Figure 1). Upgrades have commenced on some

sections of road, with further infrastructure upgrades and all-weather proofing planned

over the coming year.

A new commercial DRC-Zambia border crossing at Kipushi will not only benefit the

Kipushi Mine, but also Kamoa-Kakula as an additional route for exports. In addition, the

border crossing will provide socio-economic benefits to the community of Kipushi and

the city of Lubumbashi, the capital of Haut-Katanga province, which is approximately 30

kilometres north-east.

Off-take and financing discussions to be concluded this quarter

Following the April 27, 2023 announcement regarding an off -take and financing facility

term sheet with Glencore, Ivanhoe has received significant additional interest in relation

to the financing of Kipushi and off-take of zinc concentrate.

Negotiations are advancing with numerous parties, including facilities of $200 million or

higher, and are expected to be concluded during this quarter, prior to the commencement

of production in the second quarter . The remaining initial capital for the Kipushi Project

was approximately $240 million as at September 30, 2023, which will be funded by such

facilities, with any shortfall covered by additional shareholder loans from Ivanhoe Mines.

New Kipushi concentrator is 79% complete and ahead of schedule for first

production in Q2 2024

The new 800,000-tonne-per-annum concentrator includes dense media separation,

milling and a flotation circuit, and is expected to produce more than 250,000 tonnes of

zinc per annum over the first five years of production. Design recoveries are targeted at

96%, with a concentrate grade averaging 55% contained zinc. The project is 79%

complete and is tracking ahead of schedule, with commissioning expected to take place

in the second quarter.

Detailed engineering, procurement and fabrication activities are now all complete, and

ahead of schedule. All major equipment has also been delivered to site, including the

ball mill fabricated by CITIC Heavy Industries of Henan Province, China, the dense

media separation (DMS) plant fabricated by Bond Equipment in Gauteng, South Africa,

and the flotation cells by FL Smidth of Copenhagen, Denmark. All mechanical and

electrical equipment packages are in the process of completing onsite installation and

testing, with the final few truck deliveries of equipment expected later this month.

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The construction team celebrate the lowering of Kipushi’s ball mill shell into

place. The ball mill was fabricated by CITIC Heavy Industries.

Bird’s eye view of the installed flotation cells, fabricated by FL Smidth. All long-

lead order equipment items have been delivered to site and are in the process of

being installed.

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Aerial view of the Kipushi concentrator construction site, with the run-of-mine

(ROM) overland feed conveyor (top of picture in green) from the nearby P5 shaft

to the ROM stockpile area. The 800,000 tonnes-per-annum concentrator is

tracking ahead of schedule at 79% complete, with first production expected in Q2

2024.

(L-R) Gloire Kumwimba and Mojej Mbuya, Electrical Quality Controllers of Panaco

SARL, conducting electrical testing of a motor prior to installation

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Underground development ahead of schedule, with over 4,500 metres of

lateral and decline development completed since September 2022

In line with the 2022 Kipushi Feasibility Study, mining will focus on the zinc-rich Big

Zinc and Southern Zinc zones, with an estimated 11.8 million tonnes of Measured and

Indicated Mineral Resources grading 35.3% zinc. Kipushi’s exceptional zinc grade is

more than twice that of the world’s next-highest-grade zinc project, according to Wood

Mackenzie, a leading, international industry research and consulting group.

In the first quarter of 2023, the underground mining contractor was appointed, and the

subsequent phased on-site mobilization of mining crews and equipment was completed

during the fourth quarter. The primary mining fleet is supplied by Epiroc of Stockholm,

Sweden. Following the complete mobilization in the fourth quarter of the underground

equipment fleet, as well as the development crews, the current underground

development rate is approximately 400 metres per month.

The underground mining operation is fully mechanized, highly efficient and designed to

enable a quick ramp-up to steady state. The underground mining team consists of four

mining crews. Each mining crew is made up of five miners per shift and equipped with a

primary fleet consisting of an Epiroc 282 Twin Boomer, a ST 14 Scooptram (LHD) and

two MT42 dump trucks. In addition, Simba long-hole drill rigs have been deployed for

stope production and have commenced long-hole drilling for stoping.

Stoping of ultra-high-grade Big Zinc orebody started ahead of schedule

The mining method of the Big Zinc orebody is transverse sublevel open stoping, with

high-grade ore extracted from the stopes in a primary and secondary sequence. The

void of the mined-out stopes will be filled with cemented aggregate to maximize the

extraction of the ultra-high-grade ore.

The height of each long-hole stope is approximately 60 metres, comprising an upper 30-

metre-high stope and a lower 30-metre-high stope. Stopes will be separated by a 15-

metre-high sill pillar. The long-hole stopes will be mined with a bottom-up mining

sequence, with the lower stope extracted first followed by the upper stope.

Underground development is taking place concurrently on multiple access levels

around the Big Zinc orebody. Perimeter and access drives are under development on

the 1,335-metre and 1,365-metre levels, concurrently with the profiling of the stope drill

and extraction drives into the Big Zinc orebody. In addition, stope extraction drives

(used for accessing and extracting blasted ore from the stopes) and stope drill drives

are being developed on the 1,260-metre, 1,290-metre and 1320-metre levels inside the

Big Zinc orebody.

Stoping (mining) of Kipushi’s ultra-high-grade Big Zinc orebody commenced in

December. Stoping started on a trial-mining basis to complete the training of the

underground mining crews in preparation for the commencement of commercial

operations this quarter. Ore will be stockpiled on surface adjacent to the concentrator

ahead of commissioning in the second quarter.