BHP Group makes A$9.6B binding offer for Oz Minerals

BHP (BHP) has entered into a Scheme Implementation Deed with OZ Minerals Limited (OZMLF) to acquire 100% of OZL by way of a scheme of arrangement for a cash price of A$28.25 per OZL share. The SID confirms the terms of the Scheme and BHP’s non-binding indicative proposal announced on 18 November 2022. The execution of the SID follows the completion of a four-week exclusive due diligence period.BHP’s offer price of A$28.25 per OZL share corresponds to an enterprise value of A$9.6 billion for OZL and represents a premium of: 49.3% to OZL’s closing price of A$18.92 per share on 5 August 2022, being the last trading day prior to the initial proposal by BHP; and 59.8% to OZL’s 30-day VWAP of A$17.67 per share up to and including 5 August 2022. The OZL Board has unanimously recommended that OZL shareholders vote in favour of the Scheme, and each OZL director intends to vote their OZL shares in favor of the Scheme, in the absence of a superior proposal and subject to an independent expert concluding that the Scheme is in the best interests of OZL shareholders. BHP CEO Mike Henry said: "The combination of BHP and OZL’s assets, skills and technical expertise provides a unique opportunity not available under separate ownership, with complementary resources including the Oak Dam exploration prospect and existing facilities within close proximity, backed by BHP’s strong balance sheet, capital discipline and commitment to sustainable development."