AQM Copper Inc.
TSX VENTURE : AQM
BVL : AQM

AQM Copper Inc.

January 13, 2017 19:17 ET

AQM Copper Announces Completion of Acquisition by Teck

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Jan. 13, 2017) - AQM Copper Inc. (TSX VENTURE:AQM)(BVL:AQM) ("AQM" or the "Company") is pleased to announce the completion of the previously announced plan of arrangement (the "Arrangement") involving AQM, Teck Resources Limited (TSX:TECK.A and TECK.B / NYSE:TECK) ("Teck") and the holders of common shares ("Shares"), options to purchase Shares ("Options") and deferred share units ("DSU") of AQM (collectively, the "Securityholders"), pursuant to which Teck has acquired all of the issued and outstanding Shares that are not already owned by Teck or its affiliates. AQM is now a wholly-owned subsidiary of Teck.

The Arrangement was approved at a special meeting of Securityholders held on January 9, 2017 by approximately 99.90% of the votes cast by Securityholders present in person or by proxy at the meeting (99.79% after excluding the votes cast by those persons whose votes must be excluded in determining minority approval for the Arrangement pursuant to Multilateral Instrument 61-101- Protection of Minority Security Holders in Special Transactions). A final order approving the Arrangement was obtained from the Supreme Court of British Columbia on January 11, 2017.

As a result, the Shares will be delisted from the TSX Venture Exchange and Teck will apply to the relevant securities commissions for AQM to cease to be a reporting issuer under Canadian securities laws.

The Arrangement

Under the Arrangement, Teck acquired all of the issued and outstanding Shares not already owned by it or its affiliates in exchange for a cash payment of $0.23 per Share (the "Consideration per Share"). In addition, (i) each outstanding Option was surrendered and transferred to AQM in exchange for a cash payment from AQM equal to the amount (if any) by which the Consideration per Share exceeded the exercise price of such Option and all other Options were cancelled without any payment to the holder; and (ii) each outstanding DSU was deemed assigned and transferred by each holder of DSUs to AQM in exchange for a cash payment from AQM equal to the Consideration per Share in respect of each DSU, and each DSU was immediately cancelled.

Full details of the Arrangement and certain other matters are set out in the management information circular of AQM dated December 9, 2016 (the "Circular"). A copy of the Circular is available under AQM's profile on SEDAR at www.sedar.com.

About Teck

Teck is a diversified resource company committed to responsible mining and mineral development with major business units focused on copper, steelmaking coal, zinc and energy. Headquartered in Vancouver, Canada, its 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. Learn more about Teck at www.teck.com or follow @TeckResources.

Forward-Looking Statements

Except for statements of historical fact relating to AQM Copper Inc., certain information contained herein constitutes "forward-looking statements" as such term is used in applicable Canadian securities laws. Forward-looking statements include statements that are predictive in nature, depend upon or refer to future events or conditions, or include words such as "expects", "anticipates", "plans", "believes", "considers", "intends", "targets", or negative versions thereof and other similar expressions, or future or conditional verbs such as "may", "will", "should", "would" and "could" in particular, statements related to the Arrangement and the expected completion thereof. We provide forward-looking statements for the purpose of conveying information about our current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. By its nature, this information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved.

Other than as specifically required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events, whether as a result of new information, future events, results or otherwise.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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