One week after coming to an agreement in principle, Rio Tinto has entered a binding agreement to acquire full ownership of Turquoise Hill Resources – picking up the 49% remaining stake it does not already own – in a deal worth C$43 per share cash, or about $3.3 billion.
The deal, if completed, would give Rio a 66% interest in Oyu Tolgoi, with the remaining 34% owned by the Government of Mongolia.
Turquoise Hill announced 6 September that its board of directors have unanimously recommended that its shareholders vote in favour. A 66.67% vote by shareholders of Turquoise Hill (including Rio Tinto) and the approval of a simple majority of the votes cast by minority shareholders of Turquoise Hill will be needed. THR is planning a special meeting to approve the transaction “as early as possible in the fourth quarter of 2022” with the deal to close shortly thereafter.
The announcement comes after about six months of negotiations between the companies, with Turquoise Hill rejecting at least one offer as too low.
“This transaction will simplify governance, improve efficiency and create greater certainty of funding for the long-term success of the Oyu Tolgoi project,” Rio Tinto CEO Jakob Stausholm said.
“We look forward to working with the Turquoise Hill Board of Directors to ensure Turquoise Hill shareholders are able to realise the significant and immediate value of the transaction.”
Rio Tinto Copper Chief Executive Bold Baatar added that the company will be working in direct partnership with the Mongolian government as well as Erdenes Oyu Tolgoi to realise the complex’s full potential.
Rio Tinto currently beneficially owns 102,196,643 common shares of Turquoise Hill, representing approximately 51% of the issued and outstanding common shares of Turquoise Hill. It settled talks with the Mongolian government earlier this year on a $7 billion underground expansion of the complex, which should start production next year.
Source: Rio Tinto