OGDC greenlights $715m for Reko Diq

September 10, 2025 (MLN): To advance one of Pakistan’s most ambitious mining ventures, shareholders of Oil & Gas Development Company Limited (OGDCL) have approved a contribution of up to $715m, according to certified resolutions passed at OGDC’s Extraordinary General Meeting held today. 

This represents one-third of the total committed expenditure for Phase-1 of the Reko Diq Project.

This funding will be provided to Pakistan Minerals (Private) Limited (PMPL), the holding entity for Reko Diq Mining Company (Private) Limited (RDMC), through equity and/or shareholder loans.

The amount is subject to inflation adjustments and actual financing costs, as defined in the project’s definitive agreements and financing documents.

In addition, OGDC, along with Pakistan Petroleum Limited (PPL) and Government Holdings (Private) Limited (GHPL), will issue a joint and several corporate guarantee to RDMC’s lenders to secure external financing.

Key terms include:

• Pro Rata Share Guarantee: SOEs will guarantee 27.7778% of RDMC’s secured debt obligations.

• Indemnity Clause: SOEs will indemnify lenders against unenforceable or invalid debt obligations.

• Liability Cap: Limited to their share of Line 1 Senior Debt and accrued interest.

• Tax Gross-Up: Payments will be adjusted for any tax deductions.

• Par Call Right: Each SOE may repurchase its debt share at par plus accrued interest under specific conditions.

• Completion Defaults & Remedies: Trigger repayment or repurchase obligations if defaults occur.

• Termination Triggers: Agreement ends upon financial completion, debt discharge, or express release by lenders.

A Transfer Restrictions Agreement was also approved to maintain strategic control and ensure alignment with national interests. Key provisions include:

Before Financial Completion:

• Barrick Gold Corporation must retain ≥50% voting shares and economic participation in RDMC.

• Barrick must maintain operational control.

• Government of Balochistan (GoB) must retain:

  • 10% free-carried equity interest

  • ≥15% contributing interest and subordinated debt participation, free of security interests

• SOEs must collectively hold ≥25% voting shares and subordinated debt participation.

• Barrick or its affiliate must act as project operator.

After Financial Completion:

• Barrick must retain ≥35% voting shares and economic participation.

• GoB must maintain its 10% free-carried interest and ≥15% contributing interest.

• SOEs must collectively retain ≥10% voting shares and subordinated debt participation.

• Transfers of ownership are subject to KYC, reputational checks, and lender approval.

The SOEs reaffirmed commitments under the Joint Venture Agreement dated December 15, 2022, involving PMPL, RDMC, Barrick Reko Diq Holdings, and Balochistan Mineral Resources Limited (BMRL). Additional legal provisions include:

• Representations & Warranties: Provided by all major stakeholders including Holdco 1 and Holdco 2.

• Covenants: Holdco entities will commit to specific operational and governance standards.

• Termination Clauses: The Transfer Restrictions Agreement will terminate upon Common Terms Agreement expiry or upon transferee assumption of obligations.

These resolutions marked a pivotal step in unlocking the vast mineral potential of Reko Diq, one of the world’s largest undeveloped copper-gold deposits.

With robust financial backing and governance safeguards now in place, RDMC is poised to accelerate development, promising long-term economic uplift for Balochistan and Pakistan.

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