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VANCOUVER, British Columbia, May 23, 2025 (GLOBE NEWSWIRE) — Teck Resources Limited (TSX: TECK.A and TECK.B, NYSE: TECK) (“Teck”) has been notified of an unsolicited “mini-tender” offer by TRC Capital Corporation (“TRC”) to purchase up to 2.0 million Class B subordinate voting shares of Teck, representing approximately 0.41 percent of Teck’s outstanding Class B subordinate voting shares as of May 23, 2025.
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The offer price of $47.80 represents a 4.46% discount to the closing price of Teck’s Class B subordinate voting shares on the Toronto Stock Exchange on May 20, 2025, the day prior to the date of the offer.
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Teck recommends that shareholders NOT tender their Class B subordinate voting shares in response to TRC’s below-market price mini-tender offer. TRC’s mini-tender offer is subject to many conditions, including conditions based on TRC’s subjective opinion, a financing condition, and a condition that there shall not have occurred since May 20, 2025, a decrease in the price of Teck’s Class B subordinate voting shares, the Dow Jones Industrial Average, the S&P 500 Average or a number of other stock market indices.
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Teck does not endorse TRC’s unsolicited mini-tender offer and is not associated with TRC, the mini-tender offer or the offer documentation. TRC has made many similar unsolicited mini-tender offers for shares of other companies. Mini-tender offers are designed to seek less than 5% of a company’s outstanding shares, thereby avoiding many investor protections such as disclosure and procedural requirements applicable to most takeover bids and tender offers under applicable Canadian and U.S. securities laws. Shareholders who are considering tendering their shares to TRC’s mini-tender offer are strongly urged to exercise caution with respect to TRC’s offer, obtain current market quotations for their Teck Class B subordinate voting shares, consult with their financial advisors and carefully examine TRC’s mini-tender offer.
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The Canadian Securities Administrators (“CSA”) have expressed serious concerns about mini-tender offers such as the possibility that investors might tender to a mini-tender offer based upon a misunderstanding of the terms of the offer, including the per security price available under the offer relative to the market price of such securities. The CSA’s long-standing guidance on mini-tenders can be found at: https://www.osc.ca/en/securities-law/instruments-rules-policies/6/61-301/csa-staff-notice-61-301-staff-guidance-practice-mini-tenders. The U.S. Securities and Exchange Commission has published investor tips regarding mini-tender offers on its website at: https://www.sec.gov/about/reports-publications/investorpubsminitend.
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Brokers, dealers and other market participants are encouraged to exercise caution and review the letter regarding broker-dealer mini-tender offer dissemination and disclosures on the SEC website at https://www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.
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According to TRC’s current offer documents, Teck shareholders who have already tendered their shares may withdraw their shares at any time before 11:59 a.m. (Toronto time) on June 18, 2025, by following the procedures described in the offer documents.
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