TORONTO, March 16, 2023 /CNW/ -
Item 1 - Security and Reporting Issuer
This press release relates to common shares (the "Shares") of Triple Flag Precious Metals Corp. (the "Issuer").
The Issuer's address is:
Triple Flag Precious Metals Corp.
TD Canada Trust Tower
161 Bay Street, Suite 4535
Toronto, ON M5J 2S1
Item 2 - Identity of the Acquiror
This press release is filed on behalf of Elliott Investment Management L.P. ("Elliott Investment Management"), the investment manager of Elliott Associates, L.P. ("Elliott Associates") and Elliott International, L.P. ("Elliott International"). A majority of the limited partnership interests of Elliott International are held by Elliott International Limited ("EIL"). Elliott Investment Management directly or indirectly has direction and control over all of the Shares held by the Acquiror (as defined below).
This press release is also filed on behalf of European Investments Holding Company S.à r.l. ("EIHC"), the sole shareholder of Triple Flag Mining Aggregator S.à r.l. ("TFM Aggregator"). EIHC is majority-owned by Elliott International, and directly or indirectly has beneficial ownership of all of the Shares held by TFM Aggregator and Triple Flag Co- Invest Luxembourg Investment Company S.à r.l. ("Co-Invest Luxco").
Elliott Investment Management, Elliott International, EIL, Elliott Associates, EIHC, TFM Aggregator and Co-Invest Luxco are collectively referred to as the "Acquiror".
The address of the Acquiror is as follows:
c/o Elliott Investment Management L.P.
360 S. Rosemary Ave. 18th floor
West Palm Beach, FL
33401 USA
On March 15, 2023, TFM Aggregator acquired 4,670,000 Shares in purchases made through the facilities of the Toronto Stock Exchange, (collectively, the "Current Report Purchases") at a purchase price of Cdn. $16.50 per Share.
Item 3 - Interest in Securities of the Reporting Issuer
After giving effect to the Current Report Purchases, the Acquiror beneficially owns, and has control and direction over, 134,587,637 Shares.
Based on 200,782,983 Shares outstanding as reported by the Toronto Stock Exchange website on March 15, 2023, immediately after the completion of the Current Report Purchases the Shares held by the Acquiror represented approximately 67% of the Shares outstanding. This represents an increase of approximately 2.3% from the Acquiror's securityholding percentage of the Shares disclosed in the Original Report.
Item 5 - Purpose of the Transaction
As of the date of this press release, the Acquiror does not have any specific plan or future intention to acquire or dispose of securities of the Issuer, but may or may not purchase or sell securities of the Issuer in the future on the open market or in private transactions in the ordinary course and may or may not adopt an automatic trading plan for such purpose, depending on market conditions and other factors material to the Acquiror's investment decision.
As of the date of this press release, the Acquiror does not have any specific current plan or future intention to participate in a transaction or other material change relating to the Issuer, but may decide to do so in the event that a firm proposal for a transaction or other material change is advanced by the Issuer, or any other party, on terms satisfactory to the Acquiror.
Item 8 – Exemption
The Acquiror is relying on the normal course purchase exemption afforded by Section 4.1 of National Instrument 62-104 Take-Over Bids and Issuer Bids ("NI 62-104"). The Acquiror has not acquired more than 5% of the number of Shares outstanding within the past 12-month period and has not paid consideration for the acquisition of any Share that is in excess of the market price thereof, as determined in accordance with section 1.11 of NI 62-104, plus reasonable brokerage fees or commissions actually paid.
For further details or to obtain a copy of the early warning report filed in connection with the above, please visit www.sedar.com.
SOURCE Elliott Investment Management L.P.
View original content: http://www.newswire.ca/en/releases/archive/March2023/16/c8437.html
