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Teck Resources Limited (TSX: TECK.A and TECK.B, NYSE: TECK) ("Teck") announced today that it has amended certain terms of its previously announced cash tender offer (the "Tender Offer") to purchase up to US$500 million aggregate principal amount (subject to increase or decrease by Teck, the "Aggregate Maximum Tender Amount") of its outstanding notes listed in the table below (collectively, the "Notes" and each a "Series" of Notes), in the order of priority shown in the table below.
Teck amended the Tender Offer as follows:
- extended the (i) Early Tender Deadline to 5:00 p.m., New York City time, on June 13, 2022 (originally June 7, 2022), (ii) Price Determination Date to 10:00 a.m., New York City time on June 14, 2022 (originally June 8, 2022), and (iii) Early Settlement Date to June 16, 2022 (originally June 10, 2022); and
- modified the applicable Fixed Spread as set forth in the Offer to Purchase (the "Original Fixed Spread") to the applicable amended Fixed Spread as set forth in the following table (the "Amended Fixed Spread"):
| Acceptance Priority Level | CUSIP / ISIN | Title of Security | Aggregate Principal Amount Outstanding | Reference U.S. Treasury Security | Bloomberg Reference Page | Original Fixed Spread (basis points) (1) | Amended Fixed Spread (basis points) (1) |
| 1 | 878742AW5 / US878742AW53 | 6.250% Notes due 2041 | US$794,717,000 | 3.250% U.S. Treasury due May 15, 2042 | FIT1 | 230 | 210 |
| 2 | 878742AE5 / US878742AE55 | 6.125% Notes due 2035 | US$609,355,000 | 2.875% U.S. Treasury due May 15, 2032 | FIT1 | 230 | 210 |
| 3 | 878742AS4 / US878742AS42 | 6.000% Notes due 2040 | US$490,670,000 | 3.250% U.S. Treasury due May 15, 2042 | FIT1 | 230 | 210 |
| 4 | 878742AZ8 / US878742AZ84 | 5.400% Notes due 2043 | US$376,908,000 | 3.250% U.S. Treasury due May 15, 2042 | FIT1 | 230 | 210 |
| 5 | 878744AB7 / US878744AB72 | 5.200% Notes due 2042 | US$399,043,000 | 3.250% U.S. Treasury due May 15, 2042 | FIT1 | 230 | 210 |
| 6 | 878742BE4 / US878742BE47 878742BG9 / US878742BG94 | 3.900% Notes due 2030 | US$550,000,000 | 2.875% U.S. Treasury due May 15, 2032 | FIT1 | 195 | 175 |
(1) Includes the Early Tender Premium of US$50 per US$1,000 principal amount of Notes for each Series (the "Early Tender Premium").
The terms and conditions of the Tender Offer are described in an Offer to Purchase dated May 24, 2022 (as it may be amended or supplemented, the "Offer to Purchase"). The Tender Offer is subject to the satisfaction of certain conditions as set forth in the Offer to Purchase, which may be obtained from Global Bondholder Services Corporation as described below. Subject to applicable law, Teck may waive any and all of these conditions or extend, terminate or withdraw the Tender Offer with respect to one or more Series of Notes and/or increase or decrease the Aggregate Maximum Tender Amount. The Tender Offer is not conditioned upon any minimum amount of Notes being tendered. In accordance with the terms of the Tender Offer, the withdrawal deadline was 5:00 p.m., New York City time, on June 7, 2022. As a result, tendered Notes may no longer be withdrawn, except in certain limited circumstances where additional withdrawal rights are required by law (as determined by Teck). Capitalized terms used in this news release and not defined herein have the meanings given to them in the Offer to Purchase.
Except as set forth herein, all other terms and conditions of the Tender Offer described in the Offer to Purchase remain unchanged.
J.P. Morgan Securities LLC and TD Securities (USA) LLC are the Lead Dealer Managers and Barclays Capital Inc., RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc. are the Co-Dealer Managers for the Tender Offer. Global Bondholder Services Corporation is the Tender Agent and Information Agent. Persons with questions regarding the Tender Offer should contact J.P. Morgan Securities LLC at (toll-free) (866) 834-4666 or TD Securities (USA) LLC (toll-free) at (866) 584-2096. Requests for copies of the Offer to Purchase and related materials should be directed to Global Bondholder Services Corporation at (+1) (212) 430-3774, (toll-free) (855) 654-2015 or contact@gbsc-usa.com . Questions regarding the tendering of Notes may be directed to Global Bondholder Services Corporation at (toll-free) (855) 654-2015.
This news release is neither an offer to purchase nor a solicitation of an offer to sell the Notes. The Tender Offer is made only by the Offer to Purchase and the information in this news release is qualified by reference to the Offer to Purchase dated May 24, 2022. There is no separate letter of transmittal in connection with the Offer to Purchase. None of Teck, its boards of directors, the Dealer Managers, the Tender Agent and Information Agent or the trustee, with respect to any Notes is making any recommendation as to whether holders should tender any Notes in response to the Tender Offer, and neither Teck nor any such other person has authorized any person to make any such recommendation. Holders must make their own decision as to whether to tender any of their Notes, and, if so, the principal amount of Notes to tender.
Forward Looking Statements
This news release contains certain forward-looking information and forward-looking statements as defined in applicable securities laws (collectively referred to as "forward-looking statements"). Forward-looking statements include: statements regarding the terms and timing for completion of the Tender Offer, including the acceptance for purchase of any Notes validly tendered and the expected Early Tender Deadline, Expiration Date and settlement dates thereof; the potential increase or decrease of the Aggregate Maximum Tender Amount; and the satisfaction or waiver of certain conditions of the Tender Offer.
Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of Teck to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Factors that may cause actual results to vary include, but are not limited to, conditions in financial markets, investor response to the Tender Offer, and other risk factors as detailed from time to time in Teck's reports filed with Canadian securities administrators and the U.S. Securities and Exchange Commission.
Readers are cautioned against unduly relying on forward-looking statements. Forward-looking statements are made as of the date of the relevant document and, except as required by law, Teck undertakes no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information or future events or otherwise.
About Teck
As one of Canada's leading mining companies, Teck is committed to responsible mining and mineral development with major business units focused on copper, zinc, and steelmaking coal, as well as investments in energy assets. Copper, zinc and high-quality steelmaking coal are required for the transition to a low-carbon world. Headquartered in Vancouver, Canada, Teck's shares are listed on the Toronto Stock Exchange under the symbols TECK.A and TECK.B and the New York Stock Exchange under the symbol TECK.
Teck Media Contact
Chris Stannell
Public Relations Manager
604.699.4368
chris.stannell@teck.com
Teck Investor Contact
Fraser Phillips
Senior Vice President, Investor Relations and Strategic Analysis
604.699.4621
fraser.phillips@teck.com
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