Turquoise Hill delays shareholder vote on Rio Tinto plan after concerns raised

By The Canadian Press on November 9, 2022.

TORONTO – Turquoise Hill Resources Ltd. is postponing its shareholder meeting to vote on Rio Tinto’s plan to take the company private as it works to resolve concerns about Rio Tinto’s deal with a pair of shareholders who had opposed the deal.

Rio Tinto reached an agreement last week with Pentwater Capital Management LP and SailingStone Capital Partners LLC that would see them withhold their votes on the proposal and instead exercise their dissent rights under an arrangement which includes mediation and the possibility of binding arbitration.

However, Turquoise Hill’s special committee of independent directors has raised concerns about the differential treatment of the company’s minority shareholders and the company says the Autorité des marchés financiers has said the transaction as structured raises public interest concerns.

Shareholders were to vote on the proposal on Nov. 15. The company says a new date for the shareholder meeting has not been set.

Rio Tinto has offered $43 per share in cash for the 49 per cent stake in the company it does not already hold. The bid requires approval by a two-thirds majority vote by Turquoise Hill shareholders, including Rio Tinto, and the approval of a simple majority of the votes cast by the company’s minority shareholders.

Turquoise Hill owns a 66 per cent stake in the Oyu Tolgoi copper and gold mine in Mongolia. Erdenes Oyu Tolgoi LLC, a Mongolian state-owned entity, holds the remaining 34 per cent interest.

This report by The Canadian Press was first published Nov. 9, 2022.

Companies in this story: (TSX:TRQ)

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