Rio Tinto (ASX: RIO) announced Wednesday it has entered into agreements with certain funds and entities related to Pentwater Capital Management and SailingStone Capital Partners in relation to the special meeting of shareholders to vote on the acquisition of 49% of the outstanding shares of Turquoise Hill Resources (TSX: TRQ).
Rio has proposed a $3.3 billion deal for Turquoise Hill shares it does not already own, seeking a 66% stake in Oyu Tolgoi in Mongolia, one of the world’s largest known copper and gold deposits.
Originally set for November 1, the meeting has been postponed until November 8. Rio said the security holders have agreed to withhold their votes at the meeting and exercise their dissent rights in respect of the arrangement.
Rio has agreed to increase the dissent condition under the agreement from 12.5% to 17.5% of Turquoise Hill shares issued and outstanding.
The parties have also agreed that the dissent proceedings with shareholders and certain other claims shall be conducted by arbitration, and the shareholders shall be paid C$34.40 of the consideration following the completion of the arrangement, with the remaining consideration payable following the final determination of the arbitration.
Rio Tinto reconfirmed that the proposal of C$43 per Turquoise Hill share is best and final.