Rio Tinto and Glencore confirm early-stage merger talks in potential $200bn-plus mining megadeal

Rio Tinto, the mining group that sold its last coal mine eight years ago, has entered renewed talks to acquire Glencore in an all-share deal that would create the world’s biggest diversified miner and hand it control of vast copper and coal assets.

Talks confirmed; takeover clock starts

The companies on Jan. 8 confirmed they are in preliminary discussions over a possible combination of some or all of their businesses, including a full all-stock merger. Under the U.K. Takeover Code, Rio Tinto has until 5 p.m. London time on Feb. 5 to announce a firm intention to make an offer for Glencore or declare it does not plan to bid, unless regulators grant an extension.

In matching statements, both groups stressed that the talks are at an early stage and may not lead to a transaction. “Glencore… confirms that it is in preliminary discussions with Rio Tinto… about a possible combination of some or all of their businesses,” the Swiss-based company said, adding, “There is no certainty that the terms of any transaction or offer will be agreed, nor as to the terms or structure of any such transaction or offer.”

Rio Tinto said the parties’ current expectation is that any merger “would be effected through the acquisition of Glencore by Rio Tinto by way of a Court-sanctioned scheme of arrangement.” The U.K. Takeover Panel has formally designated Glencore plc as the offeree and Rio Tinto plc and Rio Tinto Limited as offerors, placing Glencore in an offer period from the evening of Jan. 8.

A deal that would reshape the sector

If the deal proceeded in its broadest form, it would combine one of the world’s dominant iron ore and aluminum producers with one of its largest copper and coal miners and commodity traders. Based on recent market values, the enlarged group would be worth about $205 billion to $210 billion in equity, with enterprise value estimates topping $260 billion—putting it ahead of BHP Group, currently the biggest listed mining company by market capitalization.

Investors reacted quickly to confirmation of the talks. Glencore shares jumped between 6% and 10% in London trading as markets priced in the possibility of a takeover premium and a higher valuation multiple under Rio’s ownership. Rio Tinto’s stock dropped between roughly 2% and 6% across its London, Australian and U.S. listings, reflecting concerns that it could overpay and take on significant coal and legal risks. The pattern—target up, bidder down—is typical in early-stage takeover situations.

A revived courtship

The discussions revive a long-running courtship between the two groups. Glencore first approached Rio Tinto in 2014 about a merger, but Rio’s board unanimously rejected the idea, saying it was not in shareholders’ best interests. More recently, the companies explored a tie-up in late 2024, according to people familiar with the matter, but those talks collapsed over disagreements on valuation, leadership and how to handle Glencore’s coal assets, which sit uneasily with Rio’s public exit from the fuel.

Analysts say the context has shifted: consolidation is sweeping through the mining industry, copper and other “energy transition” metals have grown more strategically important, and leadership and internal structures have evolved. Rio’s chief executive, Simon Trott, who took over in 2025, has signaled a willingness to reshape the portfolio as demand grows for minerals used in electric vehicles, power grids and data centers. Glencore has reorganized its coal operations, including in Australia, into more distinct units—changes some investors view as preparation for future transactions or spin-offs.

What each company brings

Rio Tinto’s business is anchored in its Pilbara iron ore operations in Western Australia, one of the lowest-cost sources of the steelmaking ingredient, and a large aluminum chain spanning bauxite mines, alumina refineries and smelters. It also owns copper assets such as Kennecott in the United States and a major stake in the Oyu Tolgoi mine in Mongolia, and it has begun producing lithium from its Rincon project in Argentina. The company sold its last coal mines in 2018 and has since highlighted its reduced exposure to fossil fuels.

Glencore operates a different model, blending industrial mining assets with a global marketing arm that buys, sells and transports metals, oil and coal. It is a major producer of copper, cobalt, zinc and nickel, alongside one of the world’s largest thermal coal portfolios. Its trading business generated several billion dollars in earnings before interest and taxes in 2023, according to company reports.

Legal, reputational and cultural-heritage hurdles

Glencore also carries a heavy legal and reputational legacy. In 2022, the company and certain subsidiaries pleaded guilty in the United States to foreign bribery and market manipulation charges and agreed to pay about $1.1 billion in criminal fines and forfeiture there, alongside settlements with authorities in the United Kingdom and Brazil. Prosecutors said Glencore engaged in bribery schemes in multiple countries and manipulated fuel oil benchmarks. The company has said it has “substantially enhanced” its ethics and compliance programs in response.

Rio Tinto has its own governance scars. In 2020 it destroyed 46,000-year-old Aboriginal rock shelters at Juukan Gorge in Western Australia as part of an iron ore expansion, sparking international condemnation and prompting the resignation of then-chief executive Jean-Sébastien Jacques and two senior colleagues. The incident continues to shape investors’ and Indigenous groups’ scrutiny of the company’s cultural heritage practices.

Regulatory scrutiny from London to Beijing

Any merger between the two would face intense regulatory examination across several continents. Competition authorities in the United Kingdom and European Union would likely focus on overlaps in copper, zinc and coal, as well as the impact of combining a major miner with a top-tier commodity trader. Australia’s Foreign Investment Review Board and competition regulators would assess the implications for iron ore and coal markets and for foreign ownership, including the role of Chinese state-linked investors.

China represents a critical piece of the puzzle. It is the largest customer for both companies’ iron ore and much of their copper, and state-owned Aluminum Corp. of China, known as Chinalco, holds about 11% of Rio Tinto plc. Chinalco’s stake is subject to Australian conditions that cap its holding and bar a board seat. Chinese antitrust authorities have previously demanded remedies in large mining deals, and Beijing views secure access to iron ore and copper as a strategic concern.

Coal versus copper—and the path to “green metals”

Beyond market power, climate and energy policy would loom over the review. Glencore’s coal mines underpin much of its earnings but sit awkwardly with Rio’s coal-free narrative and with pressure from European and North American institutions to cut fossil-fuel exposure.

Some analysts speculate that the only politically viable path would see Rio acquire Glencore and then spin off, separately list or gradually run down its coal operations and potentially part of the trading arm, leaving a more focused “green metals” and bulk commodities group.

Supporters of that approach argue that a larger, more diversified owner could fund new copper and battery-metals projects that would help ease projected supply shortfalls as economies electrify. Skeptical investors counter that stitching together two complex, global organizations with different cultures and compliance histories could distract management and repeat the missteps of past mining mega-deals that promised synergies but underdelivered.

Next deadline

Whatever structure is ultimately discussed, the clock is now running. By early February, Rio Tinto must either publicly commit to a bid under Rule 2.7 of the Takeover Code or step back under Rule 2.8, unless the U.K. Takeover Panel agrees to extend the deadline. In the meantime, major shareholders, regulators and governments from Canberra to Beijing will be weighing the trade-offs between scale and concentration, coal and copper, and whether a new mining giant would accelerate—or complicate—the shift to a lower-carbon economy.