No sector places greater weight on due diligence than mining. A commercial real estate deal rests on comparable transactions and a building survey. A SaaS acquisition rests on customer contracts and code quality. A mining transaction requires independent verification of geology, metallurgy, environmental baseline, water rights, mining title, infrastructure, cost estimates, and market assumptions — each conducted by specialists, simultaneously, against a defined timeline.
For mining companies raising capital — whether equity, debt, streaming, or royalty finance — the due diligence process is the critical path. Understanding what it covers, who conducts it, and how to prepare it is the difference between a smooth close and a transaction that grinds to a halt over solvable issues.
Technical Due Diligence: The Geological and Engineering Review
Technical due diligence (TDD) is the foundation of any mining transaction. An independent technical advisor — typically a specialist firm such as SRK Consulting, AMC Consultants, or Wardell Armstrong — reviews:
- Geological model and resource estimate — independent verification of the JORC/NI 43-101 resource estimate, review of the geological model, assessment of the Competent Person's methodology and assumptions
- Drilling database — all drill hole collar surveys, down-hole surveys, assay data, QA/QC procedures, twin hole comparisons, and chain of custody documentation
- Metallurgical testwork — review of recovery data, process design assumptions, and the robustness of the processing route; refractory or complex metallurgy is examined in detail
- Mining method and schedule — assessment of mine design, stope sizes, dilution assumptions, mining recovery factors, and production schedule against the geological model
- Capital and operating cost estimates — benchmarking of capex and opex against comparable operations; assessment of contingency adequacy; review of contractor quotes and vendor quotations supporting the estimate
- Infrastructure — access roads, power supply, water availability, tailings storage facility design, and proximity to processing facilities
Environmental and Social Due Diligence
Environmental due diligence (ESDD) has grown substantially in scope over the past decade, driven by ESG requirements from institutional investors and lenders. A specialist environmental consultant reviews:
- Environmental baseline studies — biodiversity, hydrology, air quality, cultural heritage
- Environmental impact assessments (EIA) — completeness, regulatory compliance, and adequacy of mitigation measures
- Tailings storage facility design — dam safety, liner design, closure plan, and liability quantification
- Water management — source, usage, treatment, and discharge compliance
- Rehabilitation obligations — cost estimation, bonding adequacy, and regulatory compliance
- Community and indigenous relations — consultation records, FPIC compliance, social licence assessment
"Environmental diligence findings don't usually kill transactions — but they consistently delay them. Disclose early and have the answers ready."
Legal Due Diligence: Title and Agreements
Legal DD is conducted by specialist mining lawyers in the relevant jurisdiction. It covers:
- Mining title — chain of title, current registration, expiry dates, maintenance obligations
- Corporate structure — ownership chain from the listed entity to the project company, any intermediate shareholding issues
- Underlying agreements — option agreements, joint venture terms, royalty deeds, earn-in agreements, back-in rights
- Existing encumbrances — charges, caveats, existing royalties, security interests registered against the tenements
- Material contracts — offtake agreements, processing agreements, key supplier contracts, employment agreements for senior personnel
- Regulatory compliance — mining permits, water permits, environmental approvals, construction permits
Financial Due Diligence: The Numbers Behind the Model
Financial DD reviews the financial model, historical accounts, and existing financing arrangements. For early-stage mining companies with limited operational history, the focus is on the financial model: the assumptions behind revenue, operating cost, capital cost, and funding. For producing or near-production companies, historical financial performance and existing financing covenants are reviewed in detail. For project finance transactions, a financial model audit by an independent accountant (financial model review, or FMR) is typically required.
The Due Diligence Timeline
| DD Component | Typical Duration | Primary Deliverable |
|---|---|---|
| Technical DD | 4–8 weeks | Independent Technical Report (ITR) |
| Environmental DD | 4–6 weeks | Environmental & Social Due Diligence Report |
| Legal DD | 3–5 weeks | Legal DD Report / Title Opinion |
| Financial DD | 2–4 weeks | Financial Model Review |
| Total (parallel) | 6–10 weeks typical | Combined DD Reports → Transaction Documents |
How to Prepare for Mining Due Diligence
The companies that pass due diligence quickly share a common characteristic: they had the answers before the questions were asked. The practical preparation list:
- Organise all drill data into a current, complete database — holes, assays, surveys, QA/QC
- Confirm all tenements are current, registered, and maintenance obligations met
- Document all underlying agreements — options, JVs, royalties — and confirm they are executed
- Have the geological model reviewed internally before external diligence
- Prepare a financial model with clearly labelled assumptions and sensitivity analyses
- Compile environmental baselines, permits, and community engagement records in a single organised folder
- Disclose all known issues — historical environmental incidents, title disputes, existing royalties — in your information memorandum
OAKRG works with mining companies throughout the due diligence process — from pre-diligence preparation through to transaction close, connecting management with investors and lenders including streaming companies, royalty providers, project finance banks, and IPO advisors.
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