Proposed Turquoise Hill Securities Class Action Settlement

You may be a Class Member if, between July 31, 2018 and July 31, 2019 (the "Class Period"), you purchased or otherwise acquired TRQ's securities in non-U.S. transactions or on an exchange outside of the United States, and held all or some of those securities until after July 15, 2019 or July 31, 2019.

The Class Action was authorized for settlement purposes only on behalf of:

All persons and entities wherever they may reside or may be domiciled who during the period from July 31, 2018 to July 31, 2019, inclusive (the "Class Period"), purchased or otherwise acquired TRQ's securities in non-U.S. transactions or on an exchange outside of the United States, and held all or some of those securities until after July 15, 2019 or July 31, 2019, other than the "Excluded Persons" (the "Class Members").

Who is not covered

Securities acquired in the United States. Securities purchased or acquired in U.S. transactions, or on an exchange inside the United States, are not covered by this Settlement.

Claims already eligible in the U.S. class action. If you submitted a claim that is eligible for recovery in In re Turquoise Hill Resources Ltd. Securities Litigation before the U.S. District Court for the Southern District of New York, Case No. 1:20-cv-08585-LJL (the "U.S. Class Action"), the purchases, acquisitions, or sales that were eligible in the U.S. Class Action are excluded from recovery in this Settlement.

Excluded Persons. This means the Respondents, members of the immediate families of the Individual Respondents, any entity in which the Individual Respondents held a controlling interest, the directors, officers, subsidiaries and affiliates of TRQ and its subsidiaries, and Rio Tinto and its directors, officers, subsidiaries and affiliates and any entity in which Rio Tinto's directors or officers held a controlling interest.

You do not have to pay anything in order to participate in this Class Action and/or the proposed Settlement.

Under the Settlement, CAD $22,663,980.00 (the "Settlement Amount") will be paid in full and final settlement of all claims against the Respondents, in exchange for a full release and settlement of the Class Action. That amount is inclusive of all amounts, including but not limited to Class Counsel Fees, applicable taxes and expenses, and settlement administration costs.

The net Settlement Amount will be divided proportionally between all Settlement Class Members who submit a valid Claim Form during the claim period, pursuant to a proposed Plan of Allocation that must be approved by the Court. The Settlement must be approved by the Court before it can be implemented.

How payments will be calculated

If the Settlement is approved, all Settlement Class Members except those who validly opt out will be asked to submit a Claim Form and other documentation confirming their acquisition of eligible TRQ securities, so that their investment losses can be calculated.

Once the Claim Form deadline has passed, the Claims Administrator will calculate each Settlement Class Member's entitlement on a pro rata basis, based on their compensable loss and up to the value of that calculated loss. In other words, each Claimant will be paid the same percentage of their compensable losses, up to 100%, depending on the amount of remaining funds and the total compensable losses submitted by all Claimants.

Deductions from the Settlement Amount

At the Settlement Approval Hearing, Class Counsel will ask the Court to approve fees of 33% of the Settlement Amount, plus reimbursement of their expenses and applicable taxes. Class Counsel estimates those expenses at roughly $917,792.31. Class Counsel has worked under a contingency-fee agreement, has not been paid as the matter proceeded, and has paid all out-of-pocket expenses of conducting the litigation.

Class Counsel also estimates that the cost of the Notice and Settlement Administration will equal roughly 1.78% to 2.38% of the Settlement Amount, depending on how many claims are submitted.

If the Court approves those requests, it is estimated that roughly $13,672,238.43 to $13,808,709.52 will remain in net Settlement Funds for distribution to Claimants, pro rata, based on the amount of their investment loss.

The Claim Form is not yet available. A further notice will be issued if the Settlement is approved and once the claim process opens.