OZ Minerals received a revised A$28.25/share proposal from BHP, which values the company at A$9.6 billion, and it will now provide BHP access to perform due diligence. The new offer is a 13% increase compared to the initial A$25/share offer.
“BHP’s revised proposal is a clear reflection of OZ Minerals’ unique set of highly strategic, quality assets in quality jurisdictions and an enviable multigenerational growth pipeline of copper and nickel assets in strong demand due to global electrification,” said OZ Minerals Managing Director and CEO, Andrew Cole said. “We look forward to working with BHP in a collaborative way to progress the revised proposal in the best interests of OZ Minerals and its stakeholders.”
The revised proposal is subject to a number of conditions, including BHP completing satisfactory due diligence; entry into a scheme implementation agreement on acceptable terms; and a unanimous recommendation from the OZ Minerals board of directors that shareholders vote in favor of the transaction (in the absence of a superior proposal and subject to an independent expert concluding, and continuing to conclude, that the transaction is in the best interests of OZ Minerals’ shareholders) as well as a statement that each board member vote all OZ Minerals shares they own in such manner.
BHP indicated that this offer price represents the best and final price it is willing to offer under the revised proposal, in the absence of a competing proposal.
After carefully assessing the revised proposal, the Board of OZ Minerals has agreed to grant BHP the opportunity to conduct due diligence for four weeks on an exclusive basis and to work cooperatively towards entry into a scheme implementation agreement with BHP according to the terms of the Revised Proposal. The 4 week period commenced on Monday, November 21, 2022.
OZ Minerals also said there is no certainty at this stage that the revised proposal and engagement between OZ Minerals and BHP will progress to a binding agreement for consideration by shareholders.