TECK RESOURCES LIMITEDPurchase Agreement • July 2nd, 2009 • Cardinal River Coals Ltd. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
Teck Resources Limited, a Canadian corporation (the “Company”), proposes to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $1,315,000,000 aggregate principal amount of the Company’s 9.750% Senior Secured Notes due 2014 (the “2014 Notes”), $1,060,000,000 aggregate principal amount of the Company’s 10.250% Senior Secured Notes due 2016 (the “2016 Notes”) and $1,850,000,000 aggregate principal amount of the Company’s 10.750% Senior Secured Notes due 2019 (the “2019 Notes” and, together with the 2014 Notes and the 2016 Notes, the “Securities”). This Purchase Agreement is sometimes referred to herein as this “Agreement”. The Securities will be issued in one or more series pursuant to an indenture to be dated as of the Closing Date (as defined below) (the “Indenture”) between the Company, the Guarantors (as defined below) and The Bank of New York Mellon, as trustee (the
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • July 2nd, 2009 • Cardinal River Coals Ltd. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of June 25, 2009, among Teck Resources Limited, a corporation organized under the laws of Canada (the “Company”), Teck Coal Limited, a corporation organized under the laws of Canada, Fording Coal Limited, a corporation organized under the laws of Canada and 6069789 Canada Inc., a corporation organized under the laws of Canada (each, a “Guaranteeing Subsidiary” and collectively, the Guaranteeing Subsidiaries”), the other Subsidiary Guarantors (as defined in the Indenture referred to herein) and The Bank of New York Mellon, as trustee under the Indenture referred to below (the “Trustee”).
