Australia-based mineral explorer Azure Minerals has agreed to a takeover bid of A$1.7bn ($1.14bn) from Sociedad Química y Minera de Chile (SQM) and iron ore billionaire Gina Rinehart’s Hancock Prospecting.
The parties have entered into a binding transaction implementation deed in this regard.
SQM and Hancock Prospecting are offering to pay Azure Minerals’ shareholders A$3.7 ($2.49) per share in cash. Azure Minerals is listed on the Australian Securities Exchange (ASX).
If the scheme is unsuccessful, then SQM will launch a conditional off-market takeover proposal for A$3.65 ($2.45) per share in cash.
For facilitating the scheme, SQM and Hancock Prospecting have signed a joint bidding agreement that specifies the terms of their joint bid.
The binding transaction implementation deed replaces the existing deed signed by SQM and Azure Minerals in October this year. The earlier deed comprised a scheme proposal of A$3.52 cash per share and a fall-back takeover offer of A$3.5 cash per share.
Azure Minerals owns a 60% stake in the Andover lithium project in Western Australia. The remaining 40% stake is owned by Creasy Group.
Azure Minerals managing director Tony Rovira said: “The Transaction delivers a fantastic outcome for Azure shareholders, including a significant uplift in value from the Original SQM Transaction despite elevated market volatility and the recent deterioration in lithium prices.
“The Transaction also represents a great outcome for wider stakeholders in Andover, who will benefit from the significant financial strength and expertise of one of Australia’s largest and most well-respected mining and exploration companies, Hancock, combining with SQM to oversee the successful development of Andover.”
The transaction is subject to limited conditions. These include the Australian Foreign Investment Review Board (FIRB) approval, specific competition law approvals and Azure Minerals shareholders approving the joint bid arrangements between SQM and Hancock Prospecting.