Turquoise Hill transaction Agreement in Principle with Rio Tinto
(Posted on 01/09/22)
Turquoise Hill Resources Ltd. has announced that it has reached an agreement in principle and entered into a term sheet with Rio Tinto International Holdings Ltd. in respect of a transaction whereby Rio Tinto would acquire the approximately 49% of the issued and outstanding shares of Turquoise Hill that Rio Tinto does not currently own for C$43 per share in cash.
The Transaction is the result of extensive negotiations between the Special Committee of independent directors (the “Special Committee”) of Turquoise Hill and Rio Tinto that took place following the receipt on August 24, 2022 of an improved non-binding proposal from Rio Tinto of C$40 per share. These discussions ultimately culminated in the C$43 per share consideration offered pursuant to the Transaction, which has the unanimous support of the Special Committee.
The purchase price of C$43 per share reflects a:
67% premium to Turquoise Hill’s closing price of C$25.68 per share on March 11, 2022, being the date prior to Rio Tinto’s initial public proposal to acquire Turquoise Hill;
26% increase in the consideration as compared to Rio Tinto’s initial proposal on March 13, 2022 of C$34.00 per share;
8% increase in the consideration as compared to Rio Tinto’s revised proposal on August 24, 2022 of C$40.00 per share; and
19% premium to Turquoise Hill’s closing price of C$36.12 on August 31, 2022.
In approving the entering into of the agreement in principle, the Special Committee took into consideration a variety of factors relevant to determining that the offer price is fair to minority shareholders of the Company.
Maryse Saint-Laurent, Chair of the Special Committee said, “Our discussions with Rio Tinto resulted in material increases from the price first offered by Rio Tinto to the minority shareholders of Turquoise Hill while also ensuring Turquoise Hill’s additional funding needs will be met pending the consideration by shareholders of the proposed Transaction. The Special Committee has diligently considered these and a wide variety of other factors in reaching its determination to unanimously approve entering into the agreement in principle.”
Turquoise Hill Board Chair Peter Gillin said, “I want to thank the members of the Special Committee for their diligence in assessing and evaluating the proposals received from Rio Tinto since March. Also, I want to acknowledge the good faith efforts by Rio Tinto in negotiating with the Special Committee to come to this agreement in principle.”
Latest News
Anglo American completes Serpentina premium iron ore transaction
(Posted on 11/12/24)Anglo American plc has announced the completion of the transaction to combine the Serra da Serpentina... Read more
BHP Group Investor Relations Officer appointed
(Posted on 11/12/24)BHP has appointed Mark Bendall as Group Investor Relations Officer, effective 1 April 2025.Mr Bendall... Read more
Fertilizers Europe welcomes EU Members requests for tariffs on Russian fertilizers
(Posted on 04/12/24)Fertilizers Europe, the voice of the European fertilizer industry, has welcomed and fully supports the... Read more
The Cultured Hub opens its state-of-the-art biotech facility in Switzerland
(Posted on 04/12/24)The Cultured Hub officially opens its doors today, marking a milestone for the global cellular agriculture... Read more
New partnership agreement to study low carbon aluminium project in Finland
(Posted on 04/12/24)Rio Tinto has entered into a partnership agreement with the Swedish investment company Vargas, Mitsubishi... Read more
Italian steel handling specialist Transped boosts efficiency
(Posted on 29/11/24)Transped S.p.A. has ordered a Konecranes Gottwald Generation 6 mobile harbour crane to expand its handling... Read more
Cargill transforms Singapore Innovation Center to meet evolving needs
(Posted on 29/11/24)To advance innovation and further contribute to Asia’s vibrant food ecosystem, Cargill is bolstering... Read more
Cargill surpasses one million enrolled acres in Cargill RegenConnect
(Posted on 20/11/24)Cargill RegenConnect has surpassed one million enrolled acres for the 2025 U.S. planting season, a milestone... Read more
Agreements to accelerate decarbonisation of steelmaking in Europe
(Posted on 20/11/24)Rio Tinto has entered into definitive agreements with GravitHy, an early-stage industrial company, to... Read more
Partnership to trial battery swap technology in mine operations
(Posted on 12/11/24)Rio Tinto will partner with China’s State Power Investment Corporation (SPIC) to demonstrate battery... Read more