OZ Minerals Limited (ASX:OZL) entered into a binding scheme implementation deed to acquire Cassini Resources Limited (ASX:CZI) from Guangzhou Tinci Materials Technology Co., Ltd. (SZSE:002709) and others for AUD 67 million on June 21, 2020. As a part of transaction, OZ Minerals will pay one new OZ Minerals share for every 68.5 Cassini Resources Limited shares and AUD 0.01 per share in cash will be returned Cassini's shareholders out of Cassini's existing cash balance. OZ Minerals will also pay an additional cash payment of up to AUD 20 million in total in the event of a potential future sale of all or a portion of OZ Minerals' interest in West Musgrave. OZ Minerals will acquire 6.1 million of unlisted options of Cassini Resources Limited to be expire on June 10, 2022, with an issue price of AUD 0.1235 at a price of AUD 0.265 million per option, 5 million out of the money options at AUD 0.0372 per option and 5 million in the money option with an issue price of AUD 0.15 at nil consideration. OZ Minerals will also acquire 2.8 million of performance rights of Cassini Resources Limited.

In a related transaction, Cassini Resources Limited and Caspin have entered into a separate scheme implementation deed to demerge Yarawindah Brook and Mount Squires assets via a pro rata distribution of Caspin shares. A break fee of AUD 0.76 million is payable by Cassini in certain circumstances, including where the board of Cassini alters or modifies its recommendation to vote in favor of all resolutions required to effect the Transaction. OZ Minerals will pay a break fee of AUD 0.76 in case of termination under certain circumstances.

Transaction is subject to approval being received from the shareholders of Cassini and court approvals in relation to both the acquisition scheme and the demerger scheme, each holder of Cassini Options has either exercised its Cassini Options or entered into a deed with Cassini and OZ Minerals regarding the Cassini Options held by them, all necessary regulatory approvals being obtained, the Independent Expert concluding that the scheme is in the best interest of Cassini shareholders, and not changing that conclusion. The acquisition scheme and demerger scheme will be inter-conditional and completed in conjunction with a capital reduction to effect the demerger. The Board of Cassini has unanimously recommended that, in the absence of a superior proposal and subject to the independent expert to be appointed by Cassini opining that the transaction is in the best interests of Cassini shareholders, all Cassini shareholders vote in favor of the transaction. As of August 12, 2020, court approved the convening of scheme meeting of shareholders of Cassini Resources Limited to be held on September 21, 2020. Supreme Court of Western Australia also approved the dispatch of scheme booklet. Second court hearing to be held on September 23, 2020. On September 21, 2020, the transaction is approved by shareholders of Cassini Resources Limited. Transaction is expected to close on October 5, 2020. As on September 23, 2020, the Supreme Court of Western Australia has approved the transaction. Acquisition will become legally effective upon lodgement of the Court orders with the Australian Securities and Investments Commission. It is expected that transaction will become effective on September 24, 2020. As on September 24, 2020, the acquisition scheme and the demerger scheme have become legally effective. Implementation date of the transaction and consideration will be issue on October 5, 2020.

Goldman Sachs Australia Pty Ltd acted as financial advisor to OZ Minerals Limited. Julie Athanasoff, Justin Mannolini and Patrick Tydde of Gilbert and Tobin acted as legal advisor to OZ Minerals Limited. DLA Piper Australia Pty Ltd acted as legal advisor, Sternship Advisers Pty Ltd. and Infrastructure Capital Australia Partners Pty Ltd acted as financial advisors to Cassini Resources Limited.