Teck Resources (TECK) Updates Separation Transaction Terms in Response to Shareholder Feedback

April 13, 2023 8:36 AM EDT

Teck Resources Limited (TSX: TECK.A and TECK.B, NYSE: TECK) (“Teck”) today announced changes to allow for an earlier full separation of Teck Metals Corp. (“Teck Metals”) and Elk Valley Resources Ltd. (“EVR”) and to maximize free cash flow available to be returned to shareholders, following approval of the separation by shareholders on April 26, 2023.

As described in Teck’s recent management proxy circular dated March 23, 2023, the separation provides Teck Metals with continued access to steelmaking coal cash flows for a transition period, through ownership of preferred shares in the capital of EVR and a royalty.

Following extensive consultation with shareholders, Teck is making changes to the separation proposal, including reducing the minimum term of the royalty paid by EVR to Teck Metals from approximately 5.5 years to 3 years, providing a potentially shorter path to full separation of Teck Metals and EVR, and putting in place measures to cap annual capital spending by EVR at $1.3 billion, with exceptions for social and regulatory requirements. This strengthens the alignment between EVR and Teck Metals.

“Teck management and the Board have had extensive shareholder engagement and based on this feedback, we have decided to make these changes to allow for an earlier full separation and enhance alignment between EVR and Teck Metals,” said Jonathan Price, CEO, Teck. “We believe these amendments will enhance certainty and further protect the interests of Teck Metals shareholders.”

For further information regarding the separation, Teck shareholders should refer to the Notice of Meeting and Management Proxy Circular in respect of our 2023 annual and special meeting of shareholders, which is available under our profile on SEDAR (www.sedar.com) and on EDGAR (www.sec.gov), and on Teck's website (www.teck.com/reports).

AdvisorsBarclays Capital Canada Inc. and Ardea Partners LP are serving as financial advisors to Teck. Stikeman Elliott LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP are acting as legal advisors.

BMO Capital Markets, Goldman Sachs & Co. LLC, and Origin Merchant Partners are serving as financial advisors to the Special Committee and Blake, Cassels & Graydon LLP and Sullivan & Cromwell LLP are acting as legal advisors to the Special Committee.



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