Turquoise Hill Resources Ltd. (TSX: TRQ) (NYSE: TRQ) (“Turquoise Hill” or “the Company”) has moved the special meeting of Turquoise Hill shareholders (the “Special Meeting”) to November 15, 2022, at 10:30 a.m. (Eastern time), to vote on the special resolution to approve the proposed statutory plan of arrangement under which,
subject to the satisfaction or waiver of all applicable conditions precedent, Rio Tinto International Holdings Limited (“RTI”) The special meeting was supposed to happen on November 1, 2022, but it was moved to November 8, 2022, instead.
Rio Tinto is the one who asked for the delay. Rio Tinto told the company that it is asking for a delay because the Autorité des marchés financiers (“AMF”) asked them to. Rio Tinto is in talks with Turquoise Hill’s Special Committee of independent directors and the AMF about the ways that holders of minority shares can voice their disagreement and the rights they have to do so.
The “Record Date,” which is the date at which you can find out who can vote at the special meeting, will still be the end of business on September 19, 2022. All votes that have already been cast will remain the same unless they are revoked. However,
all holders as of the record date will be able to vote by proxy or change a vote they have already cast until the new deadline of 10:30 a.m. (Eastern time) on November 11, 2022. Also, the deadline for registered shareholders to file notices of dissent has been pushed back to November 11, 2022, at 4:00 p.m. (Eastern time).
Turquoise Hill is an international mining company that focuses on running and improving the Oyu Tolgoi copper-gold mine in Mongolia. This is the company’s only significant mineral resource property and its main source of income. The Oyu Tolgoi mine is owned by Turquoise Hill, which has a 66% stake in Oyu Tolgoi LLC. Erdenes Oyu Tolgoi LLC, which is owned by the Mongolian government, has a 34% stake.
Statements and information that look to the future
Some of the things said here are “forward-looking information” under Canadian securities law and “forward-looking statements” under the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. These things include statements about things that aren’t historical facts and the company’s beliefs, intentions, and expectations about developments,
results, and events that will or may happen in the future. Forward-looking statements and information are about things that will happen in the future or how things will go in the future. They reflect current expectations or beliefs about what will happen in the future, and you can usually spot them by words like “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “plan,” “seek,” “should,” “will,” and other words that suggest future outcomes or statements about an outlook. These include, but aren’t limited to, statements about the arrangement, such as when the special meeting is expected to take place.
Forward-looking statements and information are based on certain assumptions and other important factors that, if they are not true, could cause the actual results, performance, or achievements of the company to be materially different from the future results, performance, or achievements expressed or implied by such statements or information.
There is no way to know for sure that these statements or pieces of information are true. Such statements and information are based on a number of assumptions, such as the ability of the parties to get the necessary shareholder approvals (including the approval of the minority shareholders) and court approval in a timely manner and on satisfactory terms; the ability of the parties to meet the other conditions to the completion of the arrangement in a timely manner; and other expectations and assumptions about the arrangement and the parties
current and future business strategies. The expected dates could change for a number of reasons, such as not being able to get the necessary shareholder approvals (including the approval of the minority shareholders) and court approval in a timely manner or needing more time to meet the other conditions for the arrangement to be completed.
Readers are warned: forward-looking information or statements should not rely on too much. Forward-looking statements, by their very nature, are based on a lot of assumptions, risks, and uncertainties, both general and specific, that make it possible that the predicted outcomes won’t happen.
Events or circumstances could cause the actual results of the company to be very different from the estimates or projections made in these forward-looking statements or implied by them. In the “Risk Factors” section of the Company’s Management Proxy Circular dated September 27, 2022 (the “Circular”) and in the “Risk Factors” section of the Company’s Annual Information Form,
as well as in the “Risks and Uncertainties” section of the Company’s Management Discussion and Analysis for the three and six months ended June 30, 2022 (“Q2 2022 MD&A”), there are important factors that could cause actual results to be different from these Turquoise Hill’s filings with the Securities and Exchange Commission, as well as the company’s Rule 13e-3 Transaction Statement on Schedule 13E-3 (“Stand”), the Company’s filings with the Securities and Exchange Commission, the Company’s filings with the Securities and Exchange
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