EARLY WARNING REPORT REGARDING THE ENTRY INTO A VARIABLE PRICE FORWARD SALE TRANSACTION INVOLVING SHARES OF TRIPLE FLAG PRECIOUS METALS CORP. BY ELLIOTT INVESTMENT MANAGEMENT L.P.

TORONTO , Dec. 31, 2025 /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.

Elliott Investment Management, Elliott International, EIL, Elliott Associates, EIHC, and TFM Aggregator 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 December 31, 2025, the Acquiror entered into a confirmation in respect of a variable price forward sale transaction (the "Confirmation") between TFM Aggregator and Goldman Sachs International ("GSI"), an affiliate of Goldman Sachs & Co. LLC ("GS&Co.") and GS&Co., as custodian, covering up to 2,772,500 Shares. The Confirmation provides for settlement based on the formula agreed to by the parties over a calculation period of up to three months, subject to specified rights retained by TFM Aggregator and GSI's right to earlier termination or settlement in specified circumstances. The foregoing description does not purport to be complete and is subject to, and is qualified in its entirety by, the full text of the Confirmation, which is attached as an exhibit to the early warning report filed in connection with the above transaction. The Acquiror intends for TFM Aggregator to remain a significant shareholder of the Issuer and continues to have great confidence in the Issuer's leadership, quality of its assets and strategic direction.

Item 3 - Interest in Securities of the Reporting Issuer

Before and after entering into the Confirmation, the Acquiror continues to beneficially own, and have control and direction over, 133,815,727 Shares representing approximately 64.8% of the Issuer's issued and outstanding Shares (based upon 206,561,506 Shares outstanding as of November 4, 2025 as disclosed in the Issuer's management's discussion & analysis of financial condition and results of operations for three and ninth months ended September 30, 2025).

Pursuant to the terms of the Confirmation, upon the settlement of the Confirmation, the Acquiror will dispose of up to 2,772,500 Shares, representing approximately 1.3% of the Issuer's issued and outstanding Shares.

Item 4 - Item 4 – Consideration Paid

Not applicable.  See Item 2.

Item 5 - Purpose of the Transaction

Pursuant to the terms of the Confirmation, upon settlement of the Confirmation, the Acquiror will dispose of up to 2,772,500 Shares, representing approximately 1.3% of the Issuer's issued and outstanding Shares.

As of the date of this press release, the Acquiror does not have any specific current plan or future intention to acquire or dispose of securities of the Issuer, except as disclosed above. The Acquiror 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 Current Report, 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

Not applicable.

SOURCE ELLIOTT INVESTMENT MANAGEMENT L.P.

For further details or to obtain a copy of the early warning report filed in connection with the above, please visit www.sedarplus.com or contact: ELLIOTT MANAGEMENT CORPORATION, Jeffrey Blum, Tel: [phone], Email: [email protected]