SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

TURQUOISE HILL RESOURCES LTD.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

900435108

(CUSIP Number)

Matthew Halbower

Pentwater Capital Management LP

1001 10th Avenue South, Suite 216

Naples, FL 34102

(239) 384-9750

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

December 23, 2021

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Pentwater Capital Management LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	N/A
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			19,488,982 (1)
		8	SHARED VOTING POWER
			0
		9	SOLE DISPOSITIVE POWER
			19,488,982 (1)
		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	19,488,982 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	9.68% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA

(1) This amount includes 18.00 strike Feb 18, 2022, call options to purchase 40,000 shares of common stock.

(2) Based on 201,231,466 common shares outstanding as set forth the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Crown Managed Accounts SPC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			235,683 (1)
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			235,683 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	235,683 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0.12% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) This amount includes 18.00 strike Feb 18, 2022, call options to purchase 1,200 shares of common stock.

(2) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	LMA SPC on behalf of MAP 98 Segregated Portfolio
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			23,932 (1)
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			23,932 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	23,932 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0.01% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) This amount includes 18.00 strike Feb 18, 2022 call options to purchase 1,500 shares of common stock

(2) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Investment Opportunities 3 SPC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			352,600 (1)
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			352,600 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	352,600 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0.18% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) This amount includes 18.00 strike Feb 18, 2022, call options to purchase 700 shares of common stock.

(2) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Oceana Master Fund Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			770,837
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			770,837
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	770,837
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0.38% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) This amount includes 18.00 strike Feb 18, 2022, call options to purchase 5,000 shares of common stock.

(2) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Pentwater Equity Opportunities Master Fund Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			1,831,565 (1)
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			1,831,565 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,831,565 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0.91% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) This amount includes 18.00 strike Feb 18, 2022 call options to purchase 5,200 shares of common stock

(2) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Pentwater Merger Arbitrage Master Fund Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			4,552,794 (1)
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			4,552,794 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	4,552,794 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	2.26% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) This amount includes 18.00 strike Feb 18, 2022, call options to purchase 11,500 shares of common stock.

(2) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Pentwater Thanksgiving Fund LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			0
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	0
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0.0% (1)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	PWCM Master Fund Ltd.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			3,898,408 (1)
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			3,898,408 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,898,408 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	1.94% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) This amount includes 18.00 strike Feb 18, 2022 call options to purchase 14,800 shares of common stock

(2) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Pentwater Metric Merger Arbitrage Fund LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			0
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	0
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0.0% (1)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Pentwater Unconstrained Master Fund. Ltd
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			60,750 (1)
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			60,750 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	60,750 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	0.03% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1) This amount includes 18.00 strike Feb 18, 2022, call options to purchase 100 shares of common stock.

(2) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021.

CUSIP No. 900435108

1	NAMES OF REPORTING PERSONS
	Matthew Halbower
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☒
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	PF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			7,762,413
		8	SHARED VOTING POWER
			0
		9	SOLE DISPOSITIVE POWER
			7,762,413
		10	SHARED DISPOSITIVE POWER
			0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	7,762,413
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	3.86% (1)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

(1) Based on 201,231,466 common shares outstanding as set forth in the Issuer’s Preliminary Short Form Base Shelf Prospectus filed with Canadian securities regulatory authorities on November 17, 2021

ITEM 2. IDENTITY AND BACKGROUND

This Amendment No. 2 (this “Amendment”) to Schedule 13D amends the Schedule 13D Amendment filed by Pentwater Capital Management LP (“Pentwater Capital”), a Delaware limited partnership registered as an investment adviser with the U.S. Securities and Exchange Commission,  Crown Managed Accounts SPC, acting for and on behalf of Crown/PW Segregated Portfolio an exempted company formed in the Cayman Islands (“CROWN”), Investment Opportunities SPC, for the account of Investment Opportunities 3 a segregated portfolio company formed in the Cayman Islands (“MALT”), LMA SPC on behalf of MAP 98 Segregated Portfolio, a segregated portfolio company formed in the Cayman Islands (“MAP”), Oceana Master Fund, Ltd., an exempted company formed in the Cayman Islands (“Oceana”), Pentwater Equity Opportunities Master Fund, Ltd., an exempted company formed in the Cayman Islands (“Pentwater Equity”), Pentwater Merger Arbitrage Master Fund, Ltd.,  an exempted company formed in the Cayman Islands (“PMAM”), Pentwater Thanksgiving Fund LP a limited partnership formed in the Cayman Islands (“PTHK”), PWCM Master Fund, Ltd., an exempted company formed in the Cayman Islands (“PWCM  Master”), Pentwater Metric Merger Arbitrage Fund LP, a limited partnership formed in the Cayman Islands (“PWMM”), and Pentwater Unconstrained Master Fund, Ltd. an exempted company formed in the Cayman Islands (PWUM), and Matthew Halbower, chief executive officer of Pentwater Capital.  Pentwater Capital, CROWN, MALT, MAP, Oceana, Pentwater Equity, PMAM, PTHK, PWCM Master, PWUM, and Matthew Halbower are collectively referred to herein as Reporting Persons.  CROWN, MALT, MAP, Oceana, Pentwater Equity, PMAM, PTHK, PWCM Master, PWMM and PWUM are collectively referred to herein as the Funds. Pentwater Capital is the investment adviser of each of the Funds.

Capitalized terms used but not otherwise defined in this Amendment have the meanings ascribed to them in the Schedule 13D.

ITEM 4. PURPOSE OF THE TRANSACTION

Item 4 of the Schedule 13D/A is hereby amended and supplemented by adding the following:

PTHK has distributed the shares and options it held in the issuer to its investors. Various investors have received a total of 115,843 shares and Matthew Halbower received the remaining shares and options.  Matthew Halbower received the shares and options held by PTHK via a payment in kind transfer. PWMM and PTHK are no longer Reporting Persons.

Consistent with prior disclosure in this Schedule 13D, since the filing of Amendment No. 1 to this Schedule 13D, Pentwater Capital has published several open letters to members of the board of directors of the Company and Rio Tinto and press releases (collectively, the “Letters and Press Releases”) that have expressed Pentwater Capital’s concerns regarding, among other things, various instances of mismanagement of the Company’s business, breaches of fiduciary duties by the Company’s officers and directors and other deficiencies in the Company’s corporate governance that Pentwater Capital believe have harmed the Company’s minority shareholders.  The Letters and Press Releases have, among other things, called for members of the Company’s board of directors to improve the Company’s corporate governance and to otherwise protect the interests of the Company’s minority shareholders.

Pentwater Capital and the other Reporting Persons expect that they and their respective representatives will engage in further communications with the board of directors of the Company and Rio Tinto, through open letters or otherwise, regarding operational, corporate governance, oversight and financing matters, including the matters reflected in the Letters and Press Releases.  The Reporting Persons anticipate that such communications will call for, among other things, independent investigations and/or oversight of the Issuer’s operations, and may call for the resignation of one or more directors or the establishment of one or more independent committees of the board of directors of the Issuer, as well as other modifications to the Issuer’s governance structure, including those affecting the board’s oversight function.

The foregoing description of the Letters and Press Releases does not purport to be complete and is qualified in its entirety by reference to the full text of each letter or press release, copies of which are filed as Exhibit 99.5 through Exhibit 99.13, and are incorporated herein by reference.

ITEM 5. INTEREST OF SECURITIES OF THE ISSUER

Items 5(a), (b) and (c) of the Schedule 13D are hereby amended and restated in their entirety as follows:

(a) and (b) Each Reporting Person’s beneficial ownership of Common Stock on the date of this Schedule 13D/Amendment 2 is reflected on that Reporting Person’s cover page.  By virtue of his position with Pentwater Capital, Mr. Halbower has the sole power to vote the shares of Common Stock owned by the Reporting Persons.  Subject to restrictions, Mr. Halbower has the sole power to dispose of the shares of Common Stock owned by the Reporting Persons.

(c)  The transactions in the class of securities reported on that were effected during the past 60 days on behalf of the Reporting Persons are set forth in Schedule A and incorporated herein by reference.  Other than those transactions, there were no other such transactions in the securities by the Reporting Persons that were effected during the past 60 days.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER

The Reporting Persons has entered into cash-settled total return swap agreements with unaffiliated third-party financial institutions. The swaps constitute economic exposure to 7,972,531 notional shares of Common Stock. The swaps do not give the Reporting Persons direct or indirect voting, investment, or dispositive control over any securities of the Issuer and do not require the counterparty thereto to acquire, hold, vote, or dispose of any securities of the Issuer. Accordingly, the Reporting Persons disclaim any beneficial ownership of any shares of Common Stock that may be referenced in the swap contracts or shares of Common Stock or other securities or financial instruments that may be held from time to time. Reporting Persons collectively are long 2,190,000 14.00 strike February 18, 2022, put options and are short 500,000 16.00 strike February 18, 2022, put options. Other options held by the Funds include CRON, OCMF, PEMF, PMAM, and PWMF Funds collectively hold over the counter 20.00 strike European call options to purchase 389,200 shares on June 17, 2022 and have collectively sold 20.00 strike over the counter European put options which would require the purchase of 389,200 shares of common stock of the issuer on June 17, 2022.

ITEM 7. MATERIALS TO BE FILED AS EXHIBITS

Item 7 of the Schedule 13D is hereby amended to add the following:

Exhibit 99.5 Press Release, dated December 15, 2020

Exhibit 99.6 Press Release, dated January 29, 2021

Exhibit 99.7 Press Release, dated March 5, 2021

Exhibit 99.8 Open Letter to Board of Directors of the Company, dated November 2, 2021

Exhibit 99.9 Open Letter to Ngaire Woods and the Board of Directors of Rio Tinto plc, dated November 11, 2021

Exhibit 99.10 Open Letter to Ben Wyatt and the Board of Directors of Rio Tinto plc, dated November 18, 2021

Exhibit 99.11 Open Letter to George Burns, dated November 22, 2021

Exhibit 99.12 Open Letter to Ngaire Woods, dated January 13, 2022

Exhibit 99.13 Open Letter to Board of Directors of the Company, dated January 18, 2022

SIGNATURE

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete, and correct.

Dated:  January 24, 2022	PENTWATER CAPITAL MANAGEMENT LP
	By:	Halbower Holdings, Inc., its general partner
	By:	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

CROWN MANAGED ACCOUNTS SPC acting for and on behalf of Crown/PW Segregated Portfolio
By:	Pentwater Capital Management LP, its Trading Advisor
By:	Halbower Holdings, Inc., its general partner
By	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

LMA SPC for and on behalf of MAP 98 Segregated Portfolio
By:	Pentwater Capital Management LP, its investment manager
By:	Halbower Holdings, Inc., its general partner

By: /s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

INVESTMENT OPPORTUNITIES SPC for the account of Investment Opportunities 3 Segregated Portfolio
By:	Pentwater Capital Management LP, its investment manager
By:	Halbower Holdings, Inc., its general partner
By:	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

OCEANA MASTER FUND LTD.
By:	Pentwater Capital Management LP, its investment manager
By:	Halbower Holdings, Inc., its general partner
By:	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

PENTWATER EQUITY OPPORTUNITIES MASTER FUND LTD.
By:	Pentwater Capital Management LP, its investment manager
By:	Halbower Holdings, Inc., its general partner
By:	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

PENTWATER MERGER ARBITRAGE MASTER FUND LTD.
By:	Pentwater Capital Management LP, its investment manager
By:	Halbower Holdings, Inc., its general partner
By:	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

PENTWATER THANKSGIVING FUND LP
By:	Pentwater Capital Management LP, its investment manager
By:	Halbower Holdings, Inc., its general partner
By:	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

PWCM MASTER FUND LTD.
By:	Pentwater Capital Management LP, its investment manager
By:	Halbower Holdings, Inc., its general partner
By:	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

PENTWATER METRIC MERGER ARBITRAGE FUND LP
By:	Pentwater Capital Management LP, its investment manager
By:	Halbower Holdings, Inc., its general partner
By:	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer

PENTWATER UNCONSTRAINED MASTER FUND LTD.
By:	Pentwater Capital Management LP, its investment manager
By:	Halbower Holdings, Inc., its general partner
By:	/s/ Matthew Halbower

Name:	Matthew Halbower
Title:	Chief Executive Officer
MATTHEW C. HALBOWER
/s/ Matthew Halbower
Matthew C. Halbower

Schedule A

Transactions in the shares of the Issuer During the Past 60 Days

For account of Crown Managed Accounts SPC

Date	Transaction Type	Number of shares of Common Stock	Price ($)
11/24/2021	Purchase	544	14.7154
11/26/2021	Purchase	544	14.5101
11/30/2021	Purchase	227	14.9348
12/01/2021	Sale	63	15.0023
12/03/2021	Purchase	1,088	14.0958
12/07/2021	Sale	340	14.9227
12/09/2021	Sale	32	14.9025
12/09/2021	Sale	2,874	14.8927
12/13/2021	Purchase	434	15.9621
12/13/2021	Purchase	6	14.990476
12/15/2021	Purchase	1,100	14.9837
12/17/2021	Purchase	440	15.1267
12/23/2021	Sale	720	16.6222
01/13/2022	Purchase	1,899	16.90687
01/13/2022	Purchase	5,843	16.98
01/13/2022	Purchase	2,074	16.8707
01/14/2022	Purchase	3,295	16.4026
01/14/2022	Purchase	987	16.62163
01/14/2022	Purchase	730	16.65576
01/19/2022	Sale	275	17.1071
1/21/2022	Purchase	2,197	15.83

TRQ 12 STRIKE AMER PUT 01/21/2022

12/10/2021 Purchase 12,300 0.23

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/06/2022 Purchase 36,600 0.60

TRQ 16 STRIKE PUT OPTION 02/18/2022

01/06/2022 Sale 14,600 1.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/13/2022 Purchase 23,300 0.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/14/2022 Purchase 4,100 0.447043

TRQ 18 STRIKE CALL OPTION 02/18/2022

01/21/2022 Purchase 1,200 0.45

For account of Investment Opportunities 3 SPC

Date	Transaction Type	Number of shares of Common Stock	Price ($)
11/30/2021	Sale	7,500	15.0545
11/30/2021	Purchase	7,500	14.9348
12/01/2021	Sale	65	15.0023
12/07/2021	Sale	347	14.9227
12/09/2021	Sale	32	14.9025
12/13/2021	Sale	713	14.8927
12/13/2021	Purchase	444	15.9621
12/15/2021	Purchase	6	14.990476
12/15/2021	Purchase	1,125	14.9837
12/15/2021	Purchase	53,370	15.1267
12/20/2021	Purchase	22,050	14.6575
12/21/2021	Sale	8,820	15.8017
12/22/2021	Sale	8,820	16.0308
12/23/2021	Sale	21,584	16.6222
01/13/2022	Purchase	1,155	16.90687
01/13/2022	Purchase	3,555	16.98
01/13/2022	Purchase	1,262	16.8707
01/14/2022	Purchase	2,005	16.4026
01/14/2022	Purchase	601	16.62163
01/14/2022	Purchase	444	16.65576
01/19/2022	Sale	167	17.1071
01/21/2022	Purchase	1,337	15.83

TRQ 12 STRIKE AMER PUT 01/21/2022

12/10/2021 Purchase 6,700 0.23

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/06/2022 Purchase 22,300 0.60

TRQ 16 STRIKE PUT OPTION 02/18/2022

01/06/2022 Sale 8,900 1.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/13/2022 Purchase 14,100 0.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/14/2022 Purchase 2,500 0.447043

TRQ 18 STRIKE CALL OPTION 02/18/2022

01/21/2022 Purchase 700 0.45

For account of LMA SPC on behalf of MAP 98 Segregated Portfolio

Date	Transaction Type	Number of shares of Common Stock	Price ($)
12/13/2021	Purchase	276	15.9621
12/13/2021	Purchase	4	14.990476
12/15/2021	Purchase	700	14.9837
12/17/2021	Purchase	280	15.1267
12/23/2021	Sale	460	16.6222
01/13/2022	Purchase	2,452	16.90687
01/13/2022	Purchase	7,545	16.98
01/13/2022	Purchase	2,679	16.8707
01/14/2022	Purchase	4,256	16.4026
01/14/2022	Purchase	1,275	16.62163
01/14/2022	Purchase	943	16.65576
01/19/2022	Sale	355	17.1071
01/21/2022	Purchase	2,837	15.83

TRQ 12 STRIKE AMER PUT 01/21/2022

12/10/2021 Purchase 16,000 0.23

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/06/2022 Purchase 47,300 0.60

TRQ 16 STRIKE PUT OPTION 02/18/2022

01/06/2022 Sale 18,900 1.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/13/2022 Purchase 30,000 0.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/14/2022 Purchase 5,300 0.447043

TRQ 18 STRIKE CALL OPTION 02/18/2022

01/21/2022 Purchase 1,500 0.45

For account of PWCM Master Fund Ltd.

Date	Transaction Type	Number of shares of Common Stock	Price ($)
11/30/2021	Purchase	1,553	14.9348
12/01/2021	Sale	362	15.0023
12/07/2021	Sale	1,937	14.9227
12/09/2021	Sale	181	14.9025
12/09/2021	Sale	3,976	14.8927
12/10/2021	Sale	5,000	14.882
12/13/2021	Purchase	2,475	15.9621
12/13/2021	Purchase	35	14.990476
12/15/2021	Purchase	6,275	14.9837
12/17/2021	Purchase	2,510	15.1267
12/22/2021	Sale	5,000	16.0456
12/23/2021	Sale	24,104	16.6222
01/03/2022	Sale	26,000	16.2306
01/04/2022	Sale	2,121	16.4617
01/04/2022	Sale	20,420	16.4288
01/04/2022	Sale	11,459	16.39813
01/04/2022	Purchase	10,000	16.2918
01/05/2022	Sale	5,000	16.53911
01/05/2022	Sale	8,600	16.55103
01/05/2022	Sale	10,200	16.5424
01/05/2022	Sale	18,200	16.49488
01/05/2022	Purchase	27,000	16.305
01/06/2022	Purchase	25,000	15.6791
01/07/2022	Purchase	5,000	15.2368
01/12/2022	Purchase	35,000	16.7919
01/13/2022	Purchase	24,023	16.90687
01/13/2022	Purchase	73,917	16.98
01/13/2022	Purchase	26,240	16.8707
01/14/2022	Purchase	41,689	16.4026
01/14/2022	Purchase	12,492	16.62163
01/14/2022	Purchase	9,240	16.65576
01/19/2022	Sale	3,474	17.1071
01/21/2022	Purchase	27,793	15.83

TRQ 12 STRIKE AMER PUT 01/21/2022

12/10/2021 Purchase 157,200 0.23

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/06/2022 Purchase 460,300 0.60

TRQ 16 STRIKE PUT OPTION 02/18/2022

01/06/2022 Sale 184,100 1.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/13/2022 Purchase 297,400 0.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/14/2022 Purchase 51,800 0.447043

TRQ 18 STRIKE CALL OPTION 02/18/2022

01/21/2022 Purchase 14,800 0.45

For account of Oceana Master Fund Ltd.

Date	Transaction Type	Number of shares of Common Stock	Price ($)
11/24/2021	Purchase	2,354	14.7154
11/26/2021	Purchase	2,354	14.5101
11/30/2021	Purchase	951	14.9348
12/01/2021	Sale	266	15.0023
12/03/2021	Purchase	4,709	14.0958
12/07/2021	Sale	1,427	14.9227
12/09/2021	Sale	133	14.9025
12/09/2021	Sale	12,349	14.8927
12/13/2021	Purchase	1,824	15.9621
12/13/2021	Purchase	26	14.990476
12/15/2021	Purchase	4,625	14.9837
12/17/2021	Purchase	1,850	15.1267
12/23/2021	Sale	3,028	16.6222
01/13/2022	Purchase	8,116	16.90687
01/13/2022	Purchase	24,971	16.98
01/13/2022	Purchase	8,865	16.8707
01/14/2022	Purchase	14,083	16.4026
01/14/2022	Purchase	4,220	16.62163
01/14/2022	Purchase	3,121	16.65576
01/19/2022	Sale	1,174	17.1071
01/21/2022	Purchase	9,389	15.83

TRQ 12 STRIKE AMER PUT 01/21/2022

12/10/2021 Purchase 52,800 0.23

TRQ 16 STRIKE PUT OPTION 02/18/2022

01/06/2022 Sale 62,600 1.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/06/2022 Purchase 156,400 0.60

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/13/2022 Purchase 99,600 0.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/14/2022 Purchase 17,400 0.447043

TRQ 18 STRIKE CALL OPTION 02/18/2022

01/21/2022 Purchase 5,000 0.45

For account of Pentwater Equity Opportunities Master Fund Ltd.

11/24/2021	Purchase	1,445	14.7154
11/26/2021	Purchase	1,445	14.5101
11/30/2021	Purchase	587	14.9348
12/01/2021	Sale	164	15.0023
12/03/2021	Purchase	2,890	14.0958
12/07/2021	Sale	880	14.9227
12/09/2021	Sale	82	14.9025
12/09/2021	Sale	7,586	14.8927
12/13/2021	Purchase	1,124	15.9621
12/13/2021	Purchase	16	14.990476
12/15/2021	Purchase	2,850	14.9837
12/17/2021	Purchase	1,140	15.1267
12/23/2021	Sale	1,864	16.6222
01/13/2022	Purchase	8,387	16.90687
01/13/2022	Purchase	25,806	16.98
01/13/2022	Purchase	9,161	16.8707
01/14/2022	Purchase	14,555	16.4026
01/14/2022	Purchase	4,361	16.62163
01/14/2022	Purchase	3,226	16.65576
01/19/2022	Sale	1,213	17.1071
01/21/2022	Purchase	9,703	15.83

TRQ 12 STRIKE AMER PUT 01/21/2022

12/10/2021 Purchase 54,600 0.23

TRQ 16 STRIKE PUT OPTION 02/18/2022

01/06/2022 Sale 64,700 1.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/06/2022 Purchase 161,600 0.60

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/13/2022 Purchase 102,900 0.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/14/2022 Purchase 18,100 0.447043

TRQ 18 STRIKE CALL OPTION 02/18/2022

01/21/2022 Purchase 5,200 0.45

For account of Pentwater Merger Arbitrage Master Fund Ltd.

Date	Transaction Type	Number of shares of Common Stock	Price ($)
11/24/2021	Purchase	4,157	14.7154
11/26/2021	Purchase	4,157	14.5101
11/30/2021	Purchase	1,682	14.9348
12/01/2021	Sale	471	15.0023
12/03/2021	Purchase	8,313	14.0958
12/07/2021	Sale	2,523	14.9227
12/09/2021	Sale	236	14.9025
12/09/2021	Sale	21,807	14.8927
12/13/2021	Purchase	3,224	15.9621
12/13/2021	Purchase	46	14.990476
12/15/2021	Purchase	8,175	14.9837
12/17/2021	Purchase	3,270	15.1267
12/23/2021	Sale	5,352	16.6222
01/13/2022	Purchase	18,768	16.90687
01/13/2022	Purchase	57,748	16.98
01/13/2022	Purchase	20,501	16.8707
01/14/2022	Purchase	32,570	16.4026
01/14/2022	Purchase	9,760	16.62163
01/14/2022	Purchase	7,219	16.65576
01/19/2022	Sale	2,714	17.1071
01/21/2022	Purchase	21,713	15.83

TRQ 12 STRIKE AMER PUT 01/21/2022

12/10/2021 Purchase 122,200 0.23

TRQ 16 STRIKE PUT OPTION 02/18/2022

01/06/2022 Sale 144,700 1.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/06/2022 Purchase 361,700 0.60

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/13/2022 Purchase 230,200 0.40

TRQ 14 STRIKE PUT OPTION 02/18/2022

01/14/2022 Purchase 40,400 0.447043

TRQ 18 STRIKE CALL OPTION 02/18/2022

01/21/2022 Purchase 11,500 0.45

For account of Pentwater Thanksgiving Fund LP

Date	Transaction Type	Number of shares of Common Stock	Price ($)
11/24/2021	Purchase	1,500	14.7154
11/26/2021	Purchase	1,500	14.5101
11/30/2021	Sale	2,469	15.0545
11/30/2021	Purchase	2,469	14.9348
12/01/2021	Sale	1,400	15.0023
12/03/2021	Purchase	3,000	14.0958
12/07/2021	Sale	7,500	14.9227
12/09/2021	Sale	100	14.9025
12/09/2021	Sale	12,000	14.8927
12/10/2021	Sale	5,000	14.882
12/13/2021	Purchase	4,930	15.9621
12/13/2021	Purchase	70	14.990476
12/15/2021	Purchase	5,000	14.9837

TRQ 12 STRIKE AMER PUT 01/21/2022

12/10/2021	Purchase	7,700	0.23
12/10/2021	Purchase	15,000	0.25

For account of Pentwater Unconstrained Master Fund Ltd.

Date	Transaction Type	Number of shares of Common Stock	Price ($)
11/30/2021	Sale	31	15.0545
11/30/2021	Purchase	31	14.9348
12/01/2021	Sale	9	15.0023
12/07/2021	Sale	46	14.9227
12/09/2021	Sale	4	14.9025
12/09/2021	Sale	95	14.8927
12/10/2021	Purchase	59	15.9621
12/13/2021	Purchase	1	14.990476
12/15/2021	Purchase	150	14.9837
12/17/2021	Purchase	7,140	15.1267
12/20/2021	Purchase	2,950	14.6575
12/21/2021	Sale	1,180	15.8017
12/22/2021	Sale	1,180	16.0308
12/23/2021	Sale	2,888	16.6222
01/13/2022	Purchase	200	16.90687
01/13/2022	Purchase	615	16.98
01/13/2022	Purchase	218	16.8707
01/14/2022	Purchase	347	16.4026
01/14/2022	Purchase	104	16.62163
01/14/2022	Purchase	77	16.65576
01/19/2022	Sale	28	17.1071
01/21/2022	Purchase	231	15.83

TRQ 12 STRIKE AMER PUT 01/21/2022

12/10/2021 Purchase 1,200 0.23

TRQ 14 STRIKE AMER PUT 02/18/2022

01/06/2022 Purchase 3,800 0.6

TRQ 16 STRIKE AMER PUT 02/18/2022

01/06/2022 Sale 1,500 1.40

TRQ 14 STRIKE AMER PUT 02/18/2022

01/13/2022 Purchase 2,500 0.4

TRQ 14 STRIKE AMER PUT 02/18/2022

01/14/2022 Purchase 400 0.447043

TRQ 18 STRIKE AMER CALL 02/18/2022

01/21/2022 Purchase 100 0.45

EX-99.5

Exhibit 99.5

Pentwater Requests Court to Appoint Pentwater as Lead Plaintiff in Class Action Suit Against Rio Tinto

December 15, 2020 08:00 AM Central Standard Time

NAPLES, Fla.--(BUSINESS WIRE)--Pentwater Capital Management LP ("Pentwater"), the largest minority shareholder of Turquoise Hill Resources Ltd. ("Turquoise Hill") (TSX:TRQ) (NYSE:TRQ), yesterday filed paperwork with the Federal District Court in New York petitioning that Court to appoint Pentwater as the lead Plaintiff in a previously filed class action lawsuit. That litigation alleges that Rio Tinto plc (“Rio Tinto”) (LSE:RIO) and others failed to timely disclose cost and schedule overruns at the Oyu Tolgoi mine in violation of federal securities laws.

The lawsuit alleges that Rio Tinto misrepresented the truth when it continued to reassure security holders of Turquoise Hill that the mine was on schedule and on budget. On March 14, 2019, securities filings were made with Rio Tinto’s approval which stated, “that project cost was expected to remain within the US$5.3 billion budget.” Then just four months later, Rio disclosed for the first time that the development cost of the mine would increase by $1.2 to $1.9 billion over the $5.3 billion which had been communicated just four months prior. This disclosure caused a material decline in the stock price of Turquoise Hill.

This is not the first time that Rio Tinto has breached securities laws. In 2017, Rio Tinto was fined £27,385,400 by the United Kingdom’s Financial Conduct Authority for breaching Disclosure and Transparency Rules regarding reporting on its mining efforts in the Republic of Mozambique. In addition, Rio is currently under investigation by the SEC and the UK Serious Fraud Office regarding its disclosure (or the lack thereof) in the construction of the Oyu Tolgoi mine.

If Pentwater is appointed as lead plaintiff and permitted by the Court, Pentwater plans to engage in robust and detailed discovery of Rio Tinto regarding any failure to disclose information pertinent to this case. For example, numerous press reports have mentioned the following witnesses:

Richard Bowley, who filed a whistleblower action against Rio Tinto for his dismissal, claiming that after he brought project time delays and cost overruns to the attention of Rio leaders, he was silenced and then dismissed (the whistleblower lawsuit was settled on the eve of trial, apparently with a nondisclosure agreement in place); and

Maurice Duffy, whose firm, GFI Blackswan, according to press reports, terminated its executive coaching relationship with Rio Tinto after he was ignored by the Rio Board when he took complaints of ethical improprieties by senior Rio executives to the then chairman and board members.

Rio Tinto has abused the rights of Turquoise Hill shareholders for years. Just two months ago, Rio Tinto publicly disclosed that it refused to allow Turquoise Hill to raise enough supplemental debt financing to pay for the cost of the overruns caused by Rio’s management of the mine construction, despite this being the most financially attractive option for Turquoise Hill. Subsequently, Turquoise Hill has taken Rio to arbitration over this value destructive action.

Pentwater realizes that Rio regularly threatens the long term compensation of its employees if they refuse to sign non-disclosure agreements upon separation from Rio. However, to the extent that there are any current or former employees of Rio Tinto who are aware of the facts and circumstances regarding the cost and schedule overruns at the Oyu Tolgoi mine who are allowed to speak about such matters, Pentwater would like to hear from you. Please contact Pentwater at ReportRio@pwcm.com.

Contacts

Media Contact:

David Zirin- Chief Operating Officer

Pentwater Capital Management

312-589-6401

EX-99.6

Exhibit 99.6

Pentwater Urges a Halt to Rio Tinto’s Attempt to Obstruct Turquoise Hill’s Financing and Governmental Discussions

January 29, 2021 07:30 AM Central Standard Time

NAPLES, Fla.--(BUSINESS WIRE)--Pentwater Capital Management LP ("Pentwater"), the largest minority shareholder of Turquoise Hill Resources Ltd. ("Turquoise Hill" or the "Company") (TSX:TRQ) (NYSE:TRQ), urges regulators, including the U.S. Securities Exchange Commission (“SEC”), to carefully consider Rio Tinto’s alleged breach of securities laws and continued improper actions involving Turquoise Hill.

Just over a week ago, a Federal District Court in the Southern District of New York appointed Pentwater as lead Plaintiff in a class action lawsuit against Rio Tinto. That lawsuit outlines how Rio Tinto violated federal securities laws by failing to timely disclose its knowledge of the massive cost overrun and schedule delay at the Oyu Tolgoi mine which is 66% owned by Turquoise Hill.

In the short period of time since Pentwater’s appointment, Rio has taken additional action to harm Turquoise Hill. Just yesterday, Turquoise Hill announced that Rio Tinto is ordering Turquoise Hill to: (1) stop all conversations with the Government of Mongolia, its fellow shareholder in the Oyu Tolgoi mine, and (2) stop attempting to finance the cost overrun overseen by Rio with project bonds.¹ Additionally, just one short week ago, Rio unilaterally declared that it will not proceed with the undercut at the mine unless its own self-serving mine finance plan is implemented. Even Rio’s hand-picked board of directors at Turquoise Hill knows that acceding to Rio’s demands would be inconsistent with their and Rio’s fiduciary obligations owed to Turquoise Hill and all of its shareholders.

Why would Rio (in its capacity as operator of the mine) possibly think it is good business practice or good government relations to forbid Turquoise Hill (the 66% owner of the mine) from having direct, one-on-one communication with the government of Mongolia (the 34% owner of the mine)? Why would Rio possibly think it is good business practice or good government relations to order Turquoise Hill to accept a value destructive financing option to finance the very cost overruns overseen by Rio Tinto? Why would Rio think it is good business practice or good government relations for Rio Tinto (the mine operator) to dictate to the mine owners that the undercut should only proceed after Rio gets its way on the mine financing plan? These questions answer themselves. Of course, Rio’s perspective might be influenced by the $1.4 billion in fees that it has already been paid by OT and Turquoise Hill.

Rio’s recidivist disregard for its legal obligations is alarming. It has been reported that the cost and schedule overruns at Oyu Tolgoi are under investigation by the SEC, the UK Serious Fraud Office, the Australian Securities and Investment Commission, and the Government of Mongolia. Rio was fined by the United Kingdom’s Financial Conduct Authority for breaching Disclosure and Transparency Rules in reporting its activities at a mine in Mozambique, and is under a separate investigation by the U.K. Serious Fraud Office for corruption and bribery in its conduct of business in the Republic of Guinea. Rio has been reprimanded due to its destruction of the Juukan Gorge, where an Australian government inquiry has found its actions inexcusable and emblematic of a flawed corporate culture.

Rio’s new CEO has been on the job for less than a month after its previous CEO departed after unforgivable corporate misdeeds. Unfortunately, rather than cleaning house and putting Rio on a path toward becoming a good corporate citizen, Jakob Stausholm is perpetuating Rio’s flawed corporate culture. He promoted Arnaud Soirat to Chief Operating Officer despite the fact that Mr. Soirat was identified by whistleblower Richard Bowley as having knowledge of the fraud to hide Rio’s cost overruns and schedule delays from Turquoise Hill shareholders and the Government of Mongolia. Now, Mr. Stausholm is personally orchestrating Rio’s actions against Turquoise Hill and the Government of Mongolia disclosed yesterday.

On December 22, 2020, Turquoise Hill issued a press release informing shareholders of the progress being made in its comprehensive funding review process. Turquoise Hill disclosed that market testing and continued negotiations confirmed that multiple sources of competitively priced non-equity capital are available that would create significant value for Oyu Tolgoi’s shareholders and not require any “completion support” from Rio Tinto. But any solution that does not enable Rio to continue profiting at the expense of other Oyu Tolgoi stakeholders does not seem to be amenable to Rio.

Rio Tinto is now using seemingly every tactic at its disposal to prevent Turquoise Hill from securing a financing solution that benefits all of its shareholders, not just Rio alone. This cannot be allowed. Pentwater urges regulators to consider Rio’s ongoing improper activities across the globe.

¹ Rio is utilizing a special committee of the OT board in its attempt to control Turquoise Hill. This special committee is compromised of just Rio and Turquoise Hill. Rio, however, is the only entity that has the right to cast a vote on this committee. Rio’s proposal on financing and governmental communication has been put forward to this committee. Rio plans to cast its vote in favor of this proposal. Once Rio has so voted, Turquoise Hill is arguably contractually obligated to support this proposal when it is then introduced at the next OT Board meeting. It is through this mechanism that Rio is overriding Turquoise Hill’s right and fiduciary obligation to finance the mine in the most economically efficient manner and work with the government of Mongolia to create the greatest amount of value for all OT shareholders.

Contacts

David Zirin- Chief Operating Officer

Pentwater Capital Management

312-589-6401

EX-99.7

Exhibit 99.7

Pentwater Condemns Rio Tinto’s Unethical Termination of Turquoise Hill CEO

March 05, 2021 08:00 AM Central Standard Time

NAPLES, Fla.--(BUSINESS WIRE)--Pentwater Capital Management LP ("Pentwater"), the largest minority shareholder of Turquoise Hill Resources Ltd. ("Turquoise Hill" or the "Company") (TSX:TRQ) (NYSE:TRQ), believes that the Boards of Rio Tinto and Turquoise Hill have breached their fiduciary obligations. To quote Canaccord Genuity in a note published yesterday morning:

Goodbye, good governance – we hardly knew ye! Mr. Quellmann was the first CEO in our long history with TRQ [Turquoise Hill] that we believed actually pushed back on Rio and stood up for decisions that were in the best interests of all shareholders.

Yesterday, it was announced that Rio Tinto told the Board of Directors of Turquoise Hill to terminate Turquoise Hill’s CEO Ulf Quellmann, because he had taken some actions to protect minority shareholder interests from the unethical practices of Rio Tinto. The Board of Turquoise Hill then bent to the will of Rio Tinto and told Mr. Quellmann that he could be fired or agree to resign and take hush money paid by Turquoise Hill.

Pentwater’s CEO Matthew Halbower stated, “In over 20 years of investing in companies around the globe, I have never seen poorer corporate governance than has been exhibited by Rio Tinto and Turquoise Hill. Mr. Quellmann’s brazen termination serves as just more proof of what was already clear to all: Rio Tinto has no respect or regard for good corporate governance or the minority shareholders of Turquoise Hill. The Turquoise Hill Board should be ashamed of itself for serving as Rio Tinto shills and equally ashamed of itself for taking much needed cash from Turquoise Hill to buy Mr. Quellmann’s silence.”

In recent months, in response to a proxy contest waged by Pentwater Capital and a class action lawsuit against Mr. Quellmann, Turquoise Hill and Rio Tinto, among others, Mr. Quellmann finally started pushing back against Rio Tinto. Turquoise Hill took Rio Tinto to formal arbitration. Turquoise Hill voted with the government of Mongolia to begin a formal investigation into Rio Tinto. Turquoise Hill even filed for a temporary injunction with the arbitrator and was granted it when Rio attempted to prevent Turquoise Hill from communicating with the government of Mongolia. Obviously, having a Turquoise Hill CEO take any action to stand up to Rio Tinto was too much for Rio to bear.

The board of directors of Turquoise Hill should be ashamed of themselves for having no backbone in supporting their CEO against the recriminations of their Rio Tinto overlord. Pentwater reminds the board of its obligation to protect minority shareholders and that the directors will be held accountable for their continued refusal to do so.

Contacts

David Zirin- Chief Operating Officer

Pentwater Capital Management

312-589-6401

EX-99.8

Exhibit 99.8

Pentwater Issues Open Letter to Turquoise Hill Demanding Transparency and Accountability

November 02, 2021 08:00 AM Central Daylight Time

NAPLES, Fla.--(BUSINESS WIRE)--Pentwater Capital Management LP ("Pentwater"), the largest minority shareholder of Turquoise Hill Resources Ltd. ("Turquoise Hill") (TSX:TRQ) (NYSE:TRQ), has written the attached letter to the TRQ Board of Directors:

Dear Members of the Board of Directors:

You have failed to disclose the damning findings of the Independent Consulting Group (ICG) Report that TRQ itself commissioned:

• “[Rio’s] lack of a comprehensive, overall project management and project controls team, beginning during project preparation and restart, is the fundamental reason for the project delay and cost overruns.”(ICG Peer Report, p. 17)

• “The project began to fall behind schedule almost from the beginning. The sinking (and commissioning) of Shafts #2 & #5 was critical to completing HNL1 on schedule. Shaft #2, critical to support development and construction activities for the project, was completed 461 days behind schedule. This caused a delay in the mobilization of development crews, which is the fundamental reason that mine development is behind schedule. The project team never recovered from this delay.”(ICG Peer Report, p. 5)

• “It is inconceivable that Senior Management both on the Project site and in the higher-level committees were not aware of these shortcomings, as reports were generated on a regular basis by the schedulers who were working in the Project Controls section and by the relevant area managers. But there was also a culture on site that did not welcome negative albeit actual, reporting.” (ICG Report p. 92)

• “ICG does not consider ground support variances due to design changes Key Geotechnical Parameter changes. The Rio Tinto statement that these isolated poorer than expected ground conditions significantly impacted the schedule is misleading and not supported in the documents reviewed.” (ICG Report, p. 111).

• In August 2018, Rio Tinto had its consultant, Broadleaf, conduct a range analysis of chances that the base date of 28 May 2021 for Sustainable Production “had a zero likelihood of being achieved.” (ICG Report, p. 44).

These are some of the findings from the Independent Consulting Group, the Experts¹ hired by TRQ to investigate the cost overruns and schedule delays at TRQ’s underground mine. You received this 157 page Independent Report and the companion Peer Review Report (conducted by your own consultant John Barber and Rio’s former block caving expert Allan Moss) over three months ago. However, in those three months, you haven’t disclosed the report’s conclusions or explained what TRQ intends to do in response to the results of this Independent Report. Instead, all you have said is that you, “will seek a number of clarifications and supporting detailed explanations for certain of the broad conclusions [the ICG Report] contains. The company will update the market as appropriate.”

Obviously, any owner of a part of the underground mine would be very upset upon learning that Rio Tinto mismanaged the construction of the underground, misled investors by not disclosing the known and material schedule delays and cost overruns, and then lied about the cause of the cost overruns and schedule delays by fabricating a fictitious narrative about adverse ground conditions. Any owner of the mine would want transparency and accountability. Any owner of the mine would want to hold its contractor, Rio Tinto, accountable. Unfortunately for TRQ’s minority investors, they are represented by Rio’s hand-picked Board of Directors.

The Independent Report concludes that geotechnical issues did not significantly impact the mine schedule or explain over 95% of the cost overruns. Why does TRQ continue to remain silent on this issue? Why is the TRQ Board not aggressively pursuing its reckless and dishonest contractor, Rio Tinto? You said that you intended to, “update the market as appropriate.” Since you plan to come out with earnings this afternoon and have an analyst call tomorrow morning, I would suggest to you that NOW is the appropriate time to update the market about your response to the Independent Report, given your failure to do so for the past three months.

Your lack of transparency to minority shareholders is the worst I have seen in my career. Your efforts to protect Rio Tinto, your majority shareholder, to the detriment of your minority shareholders is scandalous. Your failure to allow minority shareholder representation on the TRQ board is a complete failure of corporate governance. Asking for your former CEO’s resignation because he was willing to investigate the cost overruns rather than sweep them under the rug is corrupt.

As a result of Rio’s mismanagement of the construction of the underground mine and Rio’s fabricated story about poor ground conditions, the government of Mongolia is seeking financial restitution so that it is compensated for its 34% share of the financial losses associated with the cost overruns and schedule delays. This is a logical course of action, and TRQ should also be looking to Rio Tinto for financial reparations for Rio’s mismanagement of the underground construction. Instead, if history is any guide, Rio Tinto will utilize its control over TRQ to attempt to get TRQ to compensate the government of Mongolia for harm caused by Rio Tinto, rather than Rio compensating both the Government and TRQ’s minority shareholders. Should this be your plan, I sincerely hope that your D&O liability insurance is paid in full because it is difficult to understand how minority investors won’t take decisive action in these circumstances.

You owe a duty to your shareholders to immediately:

• Disclose the conclusions from the Independent Report and how TRQ intends to address them.

• Disclose the portions of the Independent Report that you agree with or disagree with and your reasoning for such agreement or disagreement.

• Disclose in detail how the cash needs for the underground mine changed so materially between July 29, 2021 and October 14, 2021.

• Disclose whether you intend to take appropriate action to hold Rio Tinto accountable for its mismanagement of the underground construction of the mine.

• Disclose affirmatively that any reparations made to the government of Mongolia will be paid for by the responsible party Rio Tinto rather than by TRQ.

It is never too late to do the right thing. Please begin by making honest and complete disclosures to your minority shareholders. Then start making decisions which have the effect of treating all your shareholders fairly. If you cannot fulfill these basic fiduciary obligations to your minority shareholders, I suggest that you all resign.

Pentwater continues to hope that you will change course and do the right thing.

Regards,

Matthew Halbower

Chief Executive Officer

Pentwater Capital Management

¹ Five of the eight independent consultants behind the ICG’s Final Report worked directly on the Oyu Tolgoi project for Rio Tinto and TRQ.

• Lead Consultant Chris Beaumont who has 15 years of experience at Rio Tinto, including 5 years specifically at Oyu Tolgoi.

• Zarex Robas worked for Rio at Oyu Tolgoi for 7 years, specializing in Procurement and Contracts

• Sim Lau was a Project Services General Manager for TRQ and seconded to OT up until 2014

• Monica Bernard served as Commercial Manager at Oyu Tolgoi, specializing in project and construction management

• Malcolm Brown is a mining consultant with 30+ years of experience, including working on Oyu Tolgoi

Contacts

David Zirin- Chief Operating Officer

Pentwater Capital Management

312-589-6401

EX-99.9

Exhibit 99.9

Pentwater Issues Public Letter on Corporate Governance to Rio Tinto Director Ngaire Woods

November 11, 2021 08:00 AM Central Standard Time

NAPLES, Fla.--(BUSINESS WIRE)--Pentwater Capital Management LP ("Pentwater"), the largest minority shareholder of Turquoise Hill Resources Ltd. ("Turquoise Hill") (TSX:TRQ) (NYSE:TRQ), wrote the following letter to Rio Tinto plc (“Rio Tinto” or “Rio”) (LSE:RIO) Director Ms. Ngaire Woods, CBE and the rest of the Rio Tinto Board. Unfortunately, the failure of Ms. Woods (or any other member of the Rio Tinto Board) to respond to Pentwater’s letter is evidence that Rio Tinto continues to inflict serious corporate governance breaches upon Turquoise Hill minority shareholders.

Dear Ms. Woods,

I write on behalf of Pentwater Capital Management, LLP (“Pentwater”), the largest minority shareholder of Turquoise Hill Resources Ltd. (“TRQ”). I write to ensure that you personally are aware of how flagrantly the members of the Rio Tinto board have breached and continue to breach all reasonable standards of appropriate corporate governance with regard to Rio’s controlled subsidiary, TRQ.

As you know, TRQ owns 66% of the entity that owns the Oyu Tolgoi mine in Mongolia. The Government of Mongolia owns the other 34%. Rio Tinto’s interest in the mine is exclusively through TRQ. As TRQ’s majority shareholder, however, Rio Tinto has controlled the election of TRQ’s board of directors, has selected TRQ’s management team and generally exerts absolute control over all of TRQ’s actions. Rio Tinto’s interests in the mine, however, are conflicted, as Rio also served, at various times, as the mine’s contractor, its financier, and TRQ’s primary negotiator with the Government of Mongolia. Remarkably, even in purported negotiations between Rio Tinto and TRQ regarding the mine, the TRQ representatives “negotiating” with Rio are often merely Rio Tinto employees temporarily seconded to TRQ.

The consequences of Rio Tinto’s abuse of power have been disastrous. Turquoise Hill minority shareholders and the Government of Mongolia and its people have suffered for many years. Then again, Rio Tinto’s lack of business ethics has caused grave harm far beyond Mongolia, extending to numerous countries throughout the world.

You bring to the Rio Tinto Board an impressive resume as an innovator, as founding dean of the Blavatnik School of Government, founder of the Global Economic Governance Programme at Oxford University, and co-founder of the Oxford-Princeton Global Leaders Fellowship program. Your various current or past affiliations bear the most recognizable and prestigious of names, such as: Harvard University, Nelson Mandela, The American Academy of Arts and Sciences, Tsinghua University, the World Economic Forum, the African Development Bank, the Government of Oman, the UNDP, and the IMF. You are even a Commander of the Most Excellent Order of the British Empire (CBE).

Although we were confused by your decision to accept appointment to the Rio Tinto Board last year (given its history of unethical practices), we were hopeful that you could bring about some much-needed change. We wondered whether you viewed service on the Rio Tinto Board as a career capstone achievement, where you would turn one of the world’s most corrupt corporations into one that is law abiding, or whether you were so busy for the past dozen years that you did not get the chance to learn of the corporate briar patch that is Rio Tinto.

To be sure you cannot remain unaware of the situation before you, we provide a recap of some of Rio Tinto’s lowlights over the years that you might have missed:

2010 Rio Tinto China Bribery Scandal: In 2010, four Rio Tinto employees, including Stern Hu, the former head of Rio Tinto’s China iron ore business, were found guilty in China for accepting bribes and stealing business secrets. According to the March 15, 2015 edition of the Sydney Morning Herald, “American statesman Henry Kissinger pocketed close to US $5 million… for guiding mining giant Rio Tinto to wash its hands of its jailed China chief, Australian citizen Stern Hu, and build relations with Beijing.”

2011 Rio Tinto Simandou Scandal: Rio Tinto emails written in 2011 were “discovered” in 2016 regarding Rio Tinto payments of more than $10,000,000 related to the Simandou mine in Guinea, leading to an internal investigation. Subsequently, in November 2016, Rio’s Legal and Regulatory Affairs Executive resigned, and Rio’s Energy and Mineral’s head was fired. On July 28, 2020, the Financial Times reported that Rio Tinto and the United Kingdom’s Serious Fraud Office were in discussions regarding the possibility of a deferred prosecution agreement on bribery allegations.

2013 Rio Tinto Mozambique Scandal: In January 2013, Tom Albanese resigned as Rio Tinto CEO by “mutual agreement” with the Rio Tinto Board. His departure came after the announcement of a $14 billion dollar write down, including on Rio’s Mozambique coal mining assets. In October 2017, the British Financial Conduct Authority (FCA) fined Rio Tinto £27,385,400 for “failing to carry out an impairment test and to recognize an impairment loss on the value of mining assets based in the Republic of Mozambique.” The United States S.E.C.’s civil fraud complaint against Albanese and Rio in the United States District Court remains pending (S.E.C. v. Rio Tinto Plc., et al., U.S. District Court, Southern District of New York, No. 17-07994).

2015 Massive Rio Tinto Tax Impropriety: In September 2021, Rio Tinto was fined $257,000,000 USD by the Australian Tax Office for tax irregularities regarding 2015 interest deductions in a “borrowing used to pay intragroup dividends in 2015.”

2016 Panguna Mine Divestiture: In 2016, Rio Tinto divested the Panguna mine in Bougainville, Papua, New Guinea. On March 1, 2020, the Human Rights Law Centre in Melbourne, Australia released a blistering report, entitled “After the mine: Living with Rio Tinto’s deadly legacy.” The report was a damning indictment of Rio Tinto’s having left devastated communities “in a deteriorating, increasingly dangerous situation.”

2017 Resignation of Rio Tinto’s C-Suite Leadership Consultant: On July 27, 2020, the Australian Financial Review reported that Dr. Maurice Duffy, who had been a leadership consultant for Rio Tinto’s senior leadership team for twelve years, quit this role in December 2017 because of “serious misgivings about unethical behaviour” and on November 26, 2019 wrote a letter to the Rio Board stating that in 2017 he had “reported ‘multiple, unprofessional [and] unethical behaviors’ by Rio’s most senior executives to the then chairman and members of the board, ‘who took no action’.” The same article states that “Duffy had reported ‘the inappropriate relationships.’ One such relationship remains an open secret in Rio Tinto circles.”

2019 Rio Tinto Announcement of Cost Overruns and Timing Delays in Mongolia: In a series of belated disclosures in 2019, Rio and TRQ shocked Turquoise Hill’s minority shareholders by communicating for the first time that there would be a massive cost overrun and enormous schedule delay at Oyu Tolgoi. According to Richard Bowley, a former Rio employee who turned whistleblower, senior management was fully aware of the budget overruns and schedule delay well over a year in advance of the disclosure to the market and intentionally hid those facts from the market and the government of Mongolia. Rio Tinto then settled a civil termination suit against Mr. Bowley, presumably to buy his silence.

In 2021, an independent report commissioned by TRQ and the Government of Mongolia through their Oyu Tolgoi vehicle found that Rio’s and TRQ’s explanations for the delay and cost overruns were unfounded but instead reflected knowing or reckless concealment by Rio. Then, on July 27, 2021, the Financial Times stated that the British Financial Conduct Authority “is conducting a probe into Rio Tinto and its late running $6.75bn underground copper project in Mongolia’s Gobi Desert. The Financial Conduct Authority is investigating whether the Anglo-Australian company breached listing rules in disclosures about the value of Oyu Tolgoi in 2018 and 2019, according to people familiar with the situation.”

2020 Australian Takeovers Panel Ruling Regarding Rio Tinto Pressure on ERA: As reported by January 24, 2020’s Weekend Australian:

Rio Tinto plotted a strategy of “increasing pressure, aggression and risk” to win quick control of uranium miner ERA, partly because it would get tax breaks from the transaction, according to the Takeovers Panel. The Takeovers Panel ruled [in 2019] that ERA’s $476m equity raising, to fund its rehabilitation liabilities at the Ranger uranium mine, was made in “unacceptable circumstances” — but allowed the Rio-backed raising to go ahead for fear the uranium miner would go bust if it was blocked. The panel published its decision reasons…. revealing dissident shareholder Richard Magides was blocked from making an alternative offer to fund the rehabilitation because Rio, in part, wanted full control of ERA so it could use the company’s tax losses to offset profits across its other Australian operations.

2020 Destruction of the Juukan Gorge Rock Shelters: On May 24, 2020, Rio Tinto triggered worldwide shock and disapprobation after it intentionally destroyed a 46,000-year-old incredibly important historical and sacred site in Australia. Reconciliation Australia ended its partnership with Rio as a result. In October 2021, the Australian Parliament released its final investigative report on the destruction, finding that “Rio Tinto’s actions were inexcusable and an afront, not only to the [Puutu Kunti Kurrama and Pinikura peoples] but to all Australians. The company’s actions demonstrated the profound lack of care for Aboriginal and Torres Strait Islander heritage in this country.”

2020 Pentwater TRQ Proxy Contest Blocked by Rio Tinto: On July 24, 2020, I ran for a seat on the Turquoise Hill Board. On July 15, 2020, the Australian Financial Review, taking notice of the endorsement of minority shareholder representation by Institutional Shareholder Services (ISS), the leading corporate governance firm in the United States, stated as follows: “In its advice to [Turquoise Hill] shareholders, ISS confirmed ‘legitimate concerns around governance, delays, cost overruns and the company’s disclosure regarding the gravity of funding shortfalls.’ It said, ‘the board’s history of communication with minority shareholders is of particular concern’ and noted that it ‘has not gone far enough’ in ensuring ‘mitigation of conflicts of interest.’” I received 88% of the votes from minority shareholders who voted at the meeting.Of course, Rio Tinto saw to it that minority shareholder voices were silenced by casting its votes against me.

2020-2021 Rio Tinto Departures: In September 2020, Rio Tinto’s CEO, J.S. Jacques, the Group Executive of Corporate Relations, Simone Niven, and the Chief Executive of Iron Ore, Chris Salisbury, resign under a cloud of scandal. Then, in March 2021, Chair Simon Thompson, also operating under a cloud of scandal, announced that he would not run for the board of directors in 2022.

2021 Removal of TRQ CEO: In March 2021, Ulf Quellmann, the CEO of Turquoise Hill, was replaced after Rio Tinto pressured Turquoise Hill’s board. Mr. Quellmann had attracted the ire of Rio Tinto after (belatedly) supporting an investigation into the cost overruns and schedule delays at the Oyu Tolgoi mine in Mongolia that Rio operated. A former Rio Tinto employee was appointed his interim replacement, now totaling five TRQ CEOs or acting or interim CEOs in the past seven years who had at some point worked for Rio Tinto.

Suffice it to say that Rio's habit of illegal and immoral conduct cannot be denied.

Against that backdrop, you find yourself at a crossroads. At this very moment, Rio is in negotiations with the Government of Mongolia to compensate the government (which owns 34% of the Oyu Tolgoi mine) for the cost overruns and schedule delays that Rio itself caused. That compensation package is in excess of $2 billion.

And of course, an independent group of experts has already found that Rio Tinto itself hid the cost overruns and schedule delays for years from the government and then fabricated the reason for the cost overruns and schedule delays. Rio must be honest and take responsibility for its actions and admit its faults. But Rio Tinto’s refusal to accept responsibility and admit its wrongdoing has made the negotiations with the Mongolian government all the more difficult.

Obviously since Turquoise Hill (owner of 66% of the mine) has been harmed by Rio’s actions just like the Mongolian government, it is natural that Turquoise Hill should be compensated as well. However, instead of compensating Turquoise Hill, numerous press reports (which have been confirmed by TRQ) have stated that Rio Tinto is coercing TRQ to compensate the government of Mongolia by forcing TRQ to forgive $1.6 billion of debt owed by Mongolia to TRQ.

This is outrageous. If Rio’s concealed mismanagement harmed the owners of the Oyu Tolgoi mine, then all the owners of the mine should be compensated. Rio should not be permitted to use its influence and control over TRQ to get TRQ to pay for the damages Rio’s actions caused.

Instead of acting properly, Rio has insured that minority shareholders, representing 49% of the shares outstanding, literally have no voice on the board. TRQ minority shareholders are victims because of both the billions of dollars lost due to Rio’s concealed mismanagement of the underground construction and the billions of dollars that Rio is forcing TRQ to pay to the government of Mongolia to compensate them for Rio’s mismanagement.

With these facts, could you ever face the students at any of the prestigious universities that you are affiliated with and honestly tell them that your role on Rio Tinto’s Board is anything but a blight on your otherwise honorable record? Of course, you could not honestly tell anyone that what Rio is doing to TRQ is appropriate corporate governance.

This is why Pentwater is hoping that you can be one of the few people at Rio who actually starts to clean up the current culture of corruption and put in its place a genuine goal of operating Rio’s business honestly. Pentwater hopes that you begin by taking the following actions to stop the inappropriate (and in some cases illegal) actions which are currently taking place:

• Rio must not be allowed to force TRQ’s minority shareholders to pay for Rio’s mismanagement and dishonesty. TRQ’s minority shareholders are just as much victims as the government of Mongolia. It is reprehensible that Rio would force TRQ to pay over $1.6 billion to the government of Mongolia as compensation for Rio’s lies and project mismanagement.

• Rio must allow minority shareholder representation on the TRQ board. The fact that Rio both works for TRQ (as the contractor on the underground mine) and controls TRQ through its 51% ownership interest is an inherent conflict. The only way to solve this enormous conflict of interest is to allow minority shareholders to elect board members to the TRQ board and then have those minority-elected directors sit on a special committee that approves all agreements with Rio Tinto.

In my decades of investing, I have never experienced a more corrupt company than Rio Tinto. I have no doubt that when you joined Rio Tinto’s Board, you had no intention of simply becoming another pawn and footnote in Rio’s history of bad conduct, but rather joined to enact change. The situation embroiling Oyu Tolgoi, a world class asset holding so much promise for the people of Mongolia, presents you with an opportunity to show to the world what your intentions truly were when you joined the Rio Tinto Board. What you decide will surely have both global and personal consequences.

I would be very pleased to speak with you anytime regarding these matters to provide you with all of the information that I have learned over the past decade that we have invested in TRQ and Rio Tinto. In the meantime, we watch and wait.

Kindest Regards,

Matthew Halbower

Chief Executive Officer

Pentwater Capital Management

Cc: Members of the Board of Directors of Rio Tinto plc

Contacts

David Zirin- Chief Operating Officer

Pentwater Capital Management

312-589-6401

EX-99.10

Exhibit 99.10

Pentwater Issues Public Letter on Corporate Governance to Rio Tinto Director Ben Wyatt

November 18, 2021 08:00 AM Central Standard Time

NAPLES, Fla.--(BUSINESS WIRE)--Pentwater Capital Management LP ("Pentwater"), the largest minority shareholder of Turquoise Hill Resources Ltd. ("Turquoise Hill") (TSX:TRQ) (NYSE:TRQ), wrote the following letter to Rio Tinto plc (“Rio Tinto” or “Rio”) (LSE:RIO) Director Mr. Ben Wyatt and the rest of the Rio Tinto Board. Unfortunately, neither Mr. Wyatt nor any other member of the Rio Tinto Board has responded to explain the continued corporate governance breaches Rio Tinto continues to inflict upon Turquoise Hill minority shareholders.

Dear Mr. Wyatt,

I write on behalf of Pentwater Capital Management, LP (“Pentwater”), the largest minority shareholder of Turquoise Hill Resources Ltd. (“TRQ”) to ensure that you are personally aware of how flagrantly your fellow members of the Rio Tinto board have and continue to breach all reasonable standards of appropriate corporate governance with regard to Rio’s controlled subsidiary, TRQ.

I am reaching out directly to you because you recently joined the Board of Rio Tinto after your retirement from the Western Australia Parliament. Given your notable interest in the rights of indigenous peoples, I assume that when you joined the boards of large corporations like Rio Tinto and Woodside Petroleum this year, your intention was to guarantee good governance and ensure the protection of the countries in which these companies operate.

When new board members take their seats, there is often the temptation to defer to the other, more “experienced” board members and C-suite corporate management types and to give the benefit of the doubt, at least for a time, to the corporate culture of the company one has joined. In the case of Rio Tinto, this would be a grave mistake, especially because you are legally and reputationally responsible for all decisions the Board collectively makes from your first day as a Director.

Of course, you have intimate knowledge of Rio’s brazen actions in Australia in regard to the Juukan Gorge, and I assume you are at least aware of other misconduct and resulting criminal and other government investigations across the globe, all of which at least occurred or were initiated well before you joined the Board. But there is one instance of flagrant, unacceptable corporate governance on the part of Rio that is coming to a head under your watch: Rio’s mismanagement and resulting coverup at the Oyu Tolgoi mine, at the cost of the people of Mongolia and TRQ minority shareholders.

TRQ owns 66% of the entity that owns the Oyu Tolgoi mine in Mongolia. The Government of Mongolia owns the other 34%. Rio Tinto’s interest in the mine is exclusively through TRQ. As TRQ’s majority shareholder, however, Rio Tinto has controlled the election of TRQ’s board of directors, has selected TRQ’s management team and generally exerts absolute control over all of TRQ’s actions. Rio Tinto’s interests in the mine, however, are conflicted, as Rio also serves as the mine’s contractor and TRQ’s primary negotiator with the Government of Mongolia. Remarkably, even in purported negotiations between Rio Tinto and TRQ regarding the mine, the TRQ representatives “negotiating” with Rio are often merely Rio Tinto employees temporarily seconded to TRQ. Rio has refused all attempts by minority shareholders of TRQ to have representation on the board.

At this very moment, Rio is in negotiations with the Government of Mongolia to compensate the government (which owns 34% of the Oyu Tolgoi mine) for the cost overruns and schedule delays caused by Rio Tinto. Hopefully you are aware that an independent group of experts, consisting mostly of mining experts formerly employed by Rio on the Oyu Tolgoi project, has already found that Rio Tinto itself was responsible for the $1.5 billion cost overrun and two year schedule delay. In addition, this same group of experts found that Rio hid these facts from both the government and shareholders. If you haven’t been provided with a copy of the nearly 200 page report, we encourage you to ask Rio’s management team for a copy. The report concludes that, “[Rio’s] lack of a comprehensive, overall project management and project controls team, beginning during project preparation and restart, is the fundamental reason for the project delay and cost overruns.”(ICG Peer Report, p. 17)

The key thing that has made the negotiations so difficult with the government of Mongolia is that Rio both failed to be honest about the schedule delays and cost overruns at the time they were happening and then ultimately fabricated a story about adverse geotechnical conditions to cover up its own lies and mismanagement. The report had the following to say on this topic:

• “The project began to fall behind schedule almost from the beginning. The sinking (and commissioning) of Shafts #2 & #5 was critical to completing HNL1 on schedule. Shaft #2, critical to support development and construction activities for the project, was completed 461 days behind schedule. This caused a delay in the mobilization of development crews, which is the fundamental reason that mine development is behind schedule. The project team never recovered from this delay.” (ICG Peer Report, p. 5)

• “It is inconceivable that Senior Management both on the Project site and in the higher-level committees were not aware of these shortcomings, as reports were generated on a regular basis by the schedulers who were working in the Project Controls section and by the relevant area managers. But there was also a culture on site that did not welcome negative albeit actual, reporting.” (ICG Report, p. 92)

• “ICG does not consider ground support variances due to design changes Key Geotechnical Parameter changes. The Rio Tinto statement that these isolated poorer than expected ground conditions significantly impacted the schedule is misleading and not supported in the documents reviewed.” (ICG Report, p. 111).

• In August 2018, Rio Tinto had its consultant, Broadleaf, conduct a range analysis of chances that the base date of 28 May 2021 for Sustainable Production “had a zero likelihood of being achieved.” (ICG Report, p. 44).

It has been publicly reported that a compensation package of over $2 billion has been offered to the government of Mongolia. Obviously, since Turquoise Hill (owner of 66% of the mine) has been harmed by Rio’s concealed mismanagement just like the Mongolian government, it is natural that Turquoise Hill should be compensated as well. However, Rio is not compensating Turquoise Hill at all. Instead, Rio Tinto is requiring TRQ to pay the compensation that Rio should be paying to the government of Mongolia. Press reports have stated that TRQ will be forgiving $1.6 billion of debt owed by Mongolia to TRQ as compensation for Rio’s lies and mismanagement.

This is outrageous. If Rio’s lies and mismanagement harmed the owners of the Oyu Tolgoi mine, then all the owners of the mine should be compensated. Rio should not be permitted to use its influence and control over TRQ to get TRQ to pay $1.6 billion for the damages Rio’s actions caused. TRQ minority shareholders are victims because of both the billions of dollars lost due to Rio’s concealed mismanagement of the underground construction and the billions of dollars that Rio is forcing TRQ to pay to the government of Mongolia to compensate it for Rio’s mismanagement.

Your resume suggests that you should care about corporate governance and the protection against exploitation of the citizenry of countries in which Rio Tinto operates. Among your accolades, you have been awarded the Australian Defense Medal. You also served as a lawyer in top Australian law firms and in the Office of the Director of Public Prosecutions. Perhaps most notably, you have served as the Western Australia Treasurer and Minister of Aboriginal Affairs, an awesome responsibility. You have broken glass ceilings for others who will follow in your footsteps and have demonstrated a dedication to public service that is admirable.

You were also criticized by some for joining the board of Rio Tinto; it is perhaps understandable why some might see your joining a bad corporate actor like Rio Tinto -- especially so soon after leaving public service where you were an outspoken defender of indigenous rights -- as concerning. To us, the fact that you joined Rio Tinto so soon after your retirement from public service could be read in one of two ways. Either you are using your social capital to obtain lush board seats, or you are a true reformer, believing that you can bring true change to the corporate culture of Rio Tinto and, thereby, greatly improving society. We hope that you are the latter.

In the next few weeks, there will likely be a compensation agreement reached with the government of Mongolia. As such, you will be forced to make a decision. Will you vote to allow Rio to continue to exert its complete control over Turquoise Hill to force Turquoise Hill and its minority shareholders to pay for Rio’s mismanagement and dishonesty? Or will you be an advocate for good corporate governance and use your voice to make sure that Rio does not force TRQ to pay over $1.6 billion to the government of Mongolia as compensation for Rio’s lies and project mismanagement?

It is unfathomable to us that you would jeopardize and forever blemish your otherwise commendable and storied resume as a fighter for the good and moral side of history, all for the sake of going along with the immoral actions undertaken by your fellow Board members and Rio Tinto management. This is why Pentwater is hoping that you can be one of the few people at Rio who actually starts to clean up the current culture of corruption and put in its place a genuine goal of operating Rio’s business honestly. What you decide will surely have significant consequences.

I would be very pleased to speak with you anytime regarding these matters to provide you with all of the information that I have learned over the past decade that we have invested in TRQ and Rio Tinto.

Kindest Regards,

Matthew Halbower

Chief Executive Officer

Pentwater Capital Management

Cc: Members of the Board of Directors of Rio Tinto plc

Contacts

David Zirin- Chief Operating Officer

Pentwater Capital Management

312-589-6401

EX-99.11

Exhibit 99.11

Pentwater Issues Public Letter to George Burns Regarding Ongoing Breaches of Fiduciary Duty

November 22, 2021 11:25 AM Central Standard Time

NAPLES, Fla.--(BUSINESS WIRE)--Pentwater Capital Management LP ("Pentwater"), the largest minority shareholder of Turquoise Hill Resources Ltd. ("Turquoise Hill") (TSX:TRQ) (NYSE:TRQ), sent the below letter to TRQ Director George Burns. Mr. Burns has not responded to explain his role in the ongoing and likely future breaches of fiduciary duties by the Turquoise Hill Board towards its minority shareholders.

Dear Mr. Burns,

I am writing to you to implore you to not breach your fiduciary duty owed to minority shareholders of Turquoise Hill (“TRQ”). Unfortunately, I believe that you have already done so, and if press reports are accurate, I believe you are about to further breach your fiduciary responsibilities in one of the most egregious ways that I have ever seen in my career.

As you know, you joined the Board of TRQ six months after TRQ announced a $1.5 billion cost overrun and a two-year delay in the construction of the Oyu Tolgoi underground mine. At that time, I sincerely hope you were not aware that it was Rio’s concealed mismanagement that caused the cost overrun and schedule delay. However, as you now know, TRQ and the government of Mongolia commissioned an independent expert report which found that, “[Rio’s] lack of a comprehensive, overall project management and project controls team, beginning during project preparation and restart, [was] the fundamental reason for the project delay and cost overruns.”(ICG Peer Report, p. 17).

Unfortunately, in addition to Rio’s actual mismanagement, the ICG Report also concluded that Rio then hid this mismanagement from TRQ minority shareholders and the government of Mongolia and fabricated a lie blaming the cost overruns and schedule delays on adverse geotechnical conditions. “It is inconceivable that Senior Management both on the Project site and in the higher-level committees were not aware of these shortcomings, as reports were generated on a regular basis by the schedulers who were working in the Project Controls section and by the relevant area managers. But there was also a culture on site that did not welcome negative albeit actual, reporting.” (ICG Report p. 92). “ICG does not consider ground support variances due to design changes Key Geotechnical Parameter changes. The Rio Tinto statement that these isolated poorer than expected ground conditions significantly impacted the schedule is misleading and not supported in the documents reviewed.” (ICG Report, p. 111)

There are two things that you have done so far while on the TRQ Board that I believe have breached your fiduciary obligations owed to minority shareholders. First, you and the rest of the TRQ Board forced TRQ’s CEO Ulf Quellmann to resign at the direction of Rio Tinto when he finally began to take some actions to support TRQ minority shareholders. Mr. Quellmann’s support for the independent investigation into the schedule delays and cost overruns caused by Rio Tinto was the absolute bare minimum of what is expected of the CEO of a publicly traded company. Instead of maintaining the support of the Board, you and the other Board members followed Rio Tinto’s orders to further aid Rio in its efforts to cover up their lies and mismanagement in the construction of the underground mine at Oyu Tolgoi.

Second, once the Independent Report was completed and peer reviewed by TRQ’s own trusted outside consultant Mr. John Barber, you failed to release the conclusions of that report to TRQ minority shareholders. All TRQ has said is that it is, “conducting a detailed review” and “will update the market as appropriate.” For goodness’ sake, if TRQ’s own outside experts concluded that Rio mismanaged the construction of the underground mine and then Rio and TRQ fabricated a story about adverse geotechnical issues to hide this mismanagement, don’t you believe that TRQ minority shareholders deserve to know this? Instead of releasing the conclusions from TRQ’s own commissioned report, you and the rest of the TRQ Board have commissioned another report that will no doubt attempt to protect Rio Tinto which of course owns 51% of TRQ’s shares and has complete control of who sits on the board and on the management team of TRQ.

The problem for you is that these breaches of your fiduciary duties, while severe, are small compared with what is about to happen if press reports are to be believed. Numerous press reports have stated that the government of Mongolia has been offered $1.6 billion in debt forgiveness to compensate the government for Rio’s mismanagement and lies. Obviously since Turquoise Hill (owner of 66% of the mine) has been harmed by Rio’s mismanagement just like the Mongolian government (owner of 34% of the mine), it is natural that Turquoise Hill should be compensated as well. However, instead of compensating Turquoise Hill, these press reports (which have been confirmed by TRQ) have stated that it will be TRQ forgiving $1.6 billion of debt owed by the Mongolian government.

This is OUTRAGEOUS. If Rio’s lies and mismanagement harmed the owners of the Oyu Tolgoi mine, then all the owners of the mine should be compensated. Rio Tinto should not be permitted to use its influence and control over TRQ to get TRQ to pay $1.6 billion for the damages Rio’s actions caused. TRQ minority shareholders are also victims. We lost billions of dollars as a result of Rio’s concealed mismanagement of the underground construction and now Rio is forcing TRQ to pay additional billions to the government of Mongolia to compensate it for Rio’s mismanagement.

A vote from you to support giving away TRQ assets to pay for Rio’s misdeeds would be a complete abdication of all your fiduciary responsibilities owed to minority shareholders. Unlike other TRQ Board members, you are the CEO of a publicly traded company. Would you ever allow your publicly traded company to pay billions of dollars to compensate a third party for someone else’s mismanagement? What conceivable benefit do you have in supporting such egregious behavior? Why would you choose to remain complicit in Rio Tinto’s and TRQ’s subversion of the law and basic tenets of corporate governance? Why would you want to be associated with these improper actions being taken by Rio Tinto when you are assuming so much reputational and legal risk?

We implore you to use your voice to not allow Rio to run roughshod over the rights of TRQ minority shareholders. If successful, you can take credit for actually bringing some moral backbone to an otherwise unscrupulous board. If unsuccessful, then choose to resign in protest with your head held high. But please under no circumstances allow yourself to breach your fiduciary obligations by voting to give away TRQ corporate assets to pay for Rio Tinto’s lies and mismanagement.

Kindest Regards,

Matthew Halbower

Chief Executive Officer

Pentwater Capital Management

Contacts

David Zirin- Chief Operating Officer

Pentwater Capital Management

312-589-6401

EX-99.12

Exhibit 99.12

Pentwater Issues Letter to Rio Tinto Board Calling for Action on Corporate Governance Failures

January 13, 2022 08:00 AM Central Standard Time

NAPLES, Fla.--(BUSINESS WIRE)--On January 6, 2022, Pentwater Capital Management LP ("Pentwater"), the largest minority shareholder of Turquoise Hill Resources Ltd. ("Turquoise Hill") (TSX:TRQ) (NYSE:TRQ), sent the following letter to Ngaire Woods, member of the Board of the Directors of Rio Tinto plc (“Rio Tinto” or “Rio”) (LSE:RIO), outlining continued corporate governance failures at Rio Tinto. On January 7, 2022, Rio Tinto's attorney responded that neither Ms. Woods nor any other Rio Tinto board member would respond to Pentwater regarding the ongoing corporate governance breaches that Rio is inflicting upon Turquoise Hill.

Dear Ms. Woods,

I am writing to you once again in your capacity as a Board member of Rio Tinto. My goal is to convince you to stop further harming Oxford’s reputation by continuing to sanction Rio Tinto’s complete breaches of appropriate corporate governance with respect to its controlled subsidiary Turquoise Hill.

I had hoped that you would respond to my previous letter dated November 8, 2021. I assumed that as the Dean of Oxford’s Blavatnik School of Government, you would be interested in learning as much as possible about the corporate governance failures and egregious misconduct committed by Rio Tinto. Since you are one of Rio Tinto’s newest Board members, you could have been an advocate for positive change. Instead, you completely ignored our letter, and now you implicate yourself, as Rio Tinto is in the process of once again making a mockery of appropriate corporate governance at Turquoise Hill. It is no wonder Oxford’s own are publicly criticizing Oxford, and specifically your school, for accepting donations from a rogue corporate entity like Rio Tinto.

I have previously offered to speak with you and provide you with my perspective on Rio Tinto’s track record of malfeasance, accumulated over a decade of being invested in TRQ. Since Pentwater is TRQ’s largest minority shareholder, it is one of the main victims of Rio Tinto’s improper behavior. I expected Pentwater’s interests to be aligned with yours, as an alleged champion of good governance. It speaks volumes that you were not interested enough in making a positive difference to bother responding.

The Sunday Times article dated December 23, 2021, which criticizes Oxford’s cozy relationship with Rio Tinto, likely explains your silence. The article details complaints raised by multiple organizations at Oxford University over the fact that Oxford has accepted large donations from Rio Tinto, including money that Rio Tinto gave directly to your Blavatnik School of Government, with Oxford accused of “laundering the reputation of Rio Tinto.”

Your silence proves the conflict of interest here. How can we expect you to hold Rio Tinto accountable for its abuses and violations of basic corporate governance norms, when your own school at Oxford eagerly accepted large amounts of money from Rio? How can your students respect your purported ideals of proper governance if you do not speak out against the sustained misconduct of the corporate board on which you sit?

It increasingly appears that Rio Tinto intends to saddle TRQ minority shareholders with the burden of financing the $2.3bn of debt forgiveness that Rio Tinto has offered the Government of Mongolia in a misguided effort to whitewash its own mismanagement and malfeasance at the Oyu Tolgoi mine. Obviously, not only should TRQ minority shareholders not be forced to foot Rio’s bill, but they should be compensated alongside the Government of Mongolia for all the harm they have endured from Rio Tinto using Turquoise Hill as its corporate puppet for many years.

Your silence on this matter has been deafening. The news of the donations that the school that you head accepted from Rio leaves little hope that you will properly fulfill your corporate duties by holding anyone at Rio to account for their bad actions and by compensating the victims of Rio’s bad acts. As the article makes clear, Oxford has an overly cozy relationship with Rio Tinto and others in the mining business. One need look no further than Rio’s own Board. For example:

Hinda Garbi, a Rio Tinto board member since 2020, has been with Schlumberger for 25 years, since 1996; she is currently the Executive Vice President of Services and Equipment for Schlumberger. In April 2021, Oxford’s Climate Justice Campaign released a blistering report, entitled “Money, People, Reputation, Oxford’s Ties to the Fossil Fuel Industry,” in which it detailed connections between various corporations (including, but not limited to, Schlumberger and Rio Tinto) and Oxford.

Jennifer Nason, a Rio Tinto board member since 2020, is also a Global Chairman for Investment Banking at J.P. Morgan. Over the past four years, J.P. Morgan has led Oxford University’s first ever bond sale, for 100-year bonds. Of course, Rio Tinto has numerous connections to J.P. Morgan, including that Bold Bataar, the Chief Executive of Copper at Rio Tinto, previously spent eleven years at J.P. Morgan, with his entire tenure at J.P. Morgan occurring during part of Ms. Nason’s tenure.

Mr. Sam Laidlaw, a Rio Tinto board member since 2017, is listed as an external member for the Oxford University Said School of Business’s School Board and Global Leadership Council, which oversees the work of the school and approves strategic decisions. He is listed as the Chair of Said’s Global Leadership Council. According to the 2016 Wolfson College Record, he has even hosted Oxford’s Wolfson College’s Emeritus Fellows at his home.

Two other Rio Tinto board members, Peter Cunningham, CFO (and a Rio Tinto employee since 1993), and Simon Thompson, Chair of the Board (and a Rio Tinto board member since 2014), are graduates of Oxford.

Despite these conflicts and the fact that your continued subservience to Rio Tinto’s management will likely harm Oxford University, it is not too late. You can still take a stand for appropriate corporate governance. Speak out and act now to prevent Rio Tinto from committing another egregious violation of corporate governance norms, while bringing great financial harm on the minority shareholders of TRQ. Those investors should not be forced to bear the cost of the proposed $2.3bn settlement. You cannot hide behind the fact that TRQ is an independent company when Rio appoints every Board member and refuses to allow minority shareholders to have any representation on the TRQ Board.

The malfeasance and mismanagement by Rio Tinto detailed in the Independent Consulting Group’s damning 2021 report of what happened at Oyu Tolgoi were enabled by the fact that all of TRQ’s recent CEOs and CFOs have either been Rio Tinto employees (concurrently with serving in their positions at TRQ) or were Rio Tinto alumni. Oxford also has its own deep ties to Rio Tinto. And now you are squarely in the middle of both of these too cozy for comfort relationships. The time to act is now.

As I stated before, I would be happy to speak with you anytime on this topic and share the perspective I have accumulated on this issue through my decade of being invested in Rio Tinto and TRQ.

Kindest Regards,

Matthew Halbower

Chief Executive Officer

Pentwater Capital Management

Cc: Members of the Board of Directors of Rio Tinto plc and Interested Parties at Oxford

Contacts

David Zirin- Chief Operating Officer

Pentwater Capital Management

312-589-6401

EX-99.13

Exhibit 99.13

PENTWATER ISSUES LETTER TO TURQUOISE HILL BOARD CALLING FOR ACTION IN DEFENSE OF MINORITY SHAREHOLDERS

NAPLES, Fla., Jan. 18, 2022 /PRNewswire/ -- On January 13, 2022, Pentwater Capital Management LP ("Pentwater"), the largest minority shareholder of Turquoise Hill Resources Ltd. ("Turquoise Hill") (TSX:TRQ) (NYSE:TRQ), sent the following letter to the members of the Board of Directors of Turquoise Hill. As with every other letter we have sent for the past year, there was no response. Pentwater urges all Turquoise Hill shareholders to make their voices heard by reaching out directly to the members of the TRQ Board. A copy of the letter is as follows:

Dear Board of Directors of Turquoise Hill Resources:

As you know, we at Pentwater Capital Management have been your largest minority shareholders for many years.

I write to you because weeks have passed since a resolution was voted on in the Mongolian Parliament that could have materially detrimental effects on TRQ, and yet we have not heard any comment from TRQ's Board or management. As a result, we are gravely concerned that you and your cohorts at Rio Tinto may be on the verge of committing some or all of the following flagrant derelictions of fiduciary duty:

(1)   TRQ would agree to forgive $2.3bn in debt that the Government of Mongolia owes TRQ, half of which the minority shareholders will have to absorb even though the only basis to forgive any debt is the malfeasance and misconduct committed by the operator of the mine, Rio Tinto;

(2)   You have not secured for TRQ minority shareholders any compensation from Rio Tinto in return for the costs and damages they suffered at the hands of Rio Tinto despite the fact that TRQ owns twice as much of the mine as the Mongolian government and the Mongolian government is receiving a package worth well in excess of $2.5 billion;

(3)   You are going to allow Rio to settle on terms that will restrict you from raising debt at the OT level and require you to fund the whole underfunding needed to complete the project, further harming the TRQ minority investors.

If this does, in fact, turn out to be the outcome, you should steadfastly refuse to sign such a deal, and should resign if need be. Over the years, numerous Mongolian government officials – including two Prime Ministers – have been held in jail related to their actions regarding OT; Rio Tinto personnel have had to leave Rio under a cloud of scandal, while the recent independent consultant's report is damning regarding Rio Tinto's actions. Nevertheless, TRQ board members have acted like puppets of Rio Tinto. There is so much blame to go around. Signing off on any of the scenarios listed above would constitute your admission of liability for such a blatant disregard for your fiduciary duties to your shareholders.

As a significant investor in Turquoise Hill equity, Pentwater does not prefer to see the underground cease operations. But it is preferable to have a pause in operations than to have you practically give away the mine. Agreeing to the proposal that seems to be on the table would simply be an audacious and astonishing disregard for duty, and the blame would rest at your feet. Rio is desperate to sweep their malfeasance under the rug and will eventually agree to appropriate economic compensation even if it is necessary to pause construction. This mine will eventually operate and will be a windfall to the people of Mongolia and TRQ's investors. The minority shareholders have borne the burden of financing the construction and have had to live with consequences of Rio's misconduct and should be reasonably compensated for such. The minority shareholders continue to carefully watch your actions. You will surely be held to account for breaches of your fiduciary duties.

We have seen enough from your past actions to not have much hope of our pleas leading to any result. With that said, it is never too late to begin doing the right thing. Please publicly reply to this letter and release this letter along with your response.

Kindest Regards, 

Matthew Halbower 
Chief Executive Officer 
Pentwater Capital Management 

Cc: Members of the Board of Directors of Turquoise Hill Resources 
peter.gillin@turquoisehill.com; Maryse.Saint-Laurent@turquoisehill.com; george.burns@eldoradogold.com; Stephen.Jones@turquoisehill.com and Steve.Thibeault@turquoisehill.com

Contact:
David Zirin- Chief Operating Officer
Pentwater Capital Management
312-589-6401