
TORONTO, Dec. 31, 2025 –
Item 1 – Security and Reporting Issuer
This press release pertains to common shares (referred to as the “Shares“) of Triple Flag Precious Metals Corp. (called 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 submitted on behalf of Elliott Investment Management L.P. (“Elliott Investment Management“), the investment manager for Elliott Associates, L.P. (“Elliott Associates“) and Elliott International, L.P. (“Elliott International“). Most of the limited partnership interests in Elliott International are owned by Elliott International Limited (“EIL“). Elliott Investment Management exercises direct or indirect direction and control over all Shares held by the Acquiror (as defined later).
This press release is also filed for European Investments Holding Company S.à r.l. (“EIHC“), the exclusive shareholder of Triple Flag Mining Aggregator S.à r.l. (“TFM Aggregator“). EIHC is majority-owned by Elliott International and holds direct or indirect beneficial ownership of all Shares owned by TFM Aggregator.
Elliott Investment Management, Elliott International, EIL, Elliott Associates, EIHC, and TFM Aggregator are collectively known as the “Acquiror“.
The Acquiror’s address is as follows:
c/o Elliott Investment Management L.P.
360 S. Rosemary Ave. 18th floor
West Palm Beach, FL
33401 USA
On December 31, 2025, the Acquiror executed a confirmation document for a variable-price forward sale transaction (dubbed the “Confirmation“) between TFM Aggregator and Goldman Sachs International (“GSI“)—an affiliate of Goldman Sachs & Co. LLC (“GS&Co.”)—with GS&Co. serving as custodian. This transaction covers up to 2,772,500 Shares. The Confirmation outlines settlement terms based on a mutually agreed formula over a calculation period of up to three months, with certain rights reserved by TFM Aggregator and GSI having the option to terminate or settle early under specific conditions. This summary is not exhaustive; it is subject to and fully qualified by the complete text of the Confirmation, which is included as an exhibit to the early warning report submitted in relation to this transaction. The Acquiror plans for TFM Aggregator to remain a major shareholder of the Issuer and continues to have strong confidence in the Issuer’s leadership, asset quality, and strategic direction.
Item 3 – Interest in Securities of the Reporting Issuer
Both before and after entering into the Confirmation, the Acquiror retains beneficial ownership of, and controls and directs, 133,815,727 Shares—representing approximately 64.8% of the Issuer’s issued and outstanding Shares. This figure is based on the 206,561,506 Shares outstanding as of November 4, 2025, as disclosed in the Issuer’s Management’s Discussion and Analysis of financial condition and results of operations for the three and nine months ended September 30, 2025.
Under the Confirmation’s terms, upon settlement, the Acquiror will dispose of up to 2,772,500 Shares—about 1.3% of the Issuer’s issued and outstanding Shares.
Item 4 – Consideration Paid
This section does not apply. Refer to Item 2.
Item 5 – Purpose of the Transaction
Under the Confirmation’s terms, upon settlement, the Acquiror will dispose of up to 2,772,500 Shares—approximately 1.3% of the Issuer’s issued and outstanding Shares.
As of this press release’s date, the Acquiror has no specific current plans or future intentions to acquire or dispose of additional Issuer securities, except as disclosed above. It may purchase or sell Issuer securities in the future (on the open market or via private transactions in the ordinary course) or adopt an automatic trading plan for this purpose, depending on market conditions and other factors material to its investment decisions.
As of this Current Report’s date, the Acquiror has no specific current plans or future intentions to participate in any transaction or material change involving the Issuer, but may do so if a formal proposal is made by the Issuer or another party on terms acceptable to the Acquiror.
Item 8 – Exemption
This section does not apply.
SOURCE: Elliott Investment Management L.P.