From a practical standpoint, if CUU accepts a buyout from Teck for SC and the adjacent BC properties, most likely:

1. CUU would set up a CUU2 and transfer all the assets such as the AZ properties, maybe some BC properties and any remaining cash to CUU2. (There could be a fair bit of cash from exercising of outstanding employee options and warrants that would be in the money once there is any indication of a buyout or before.)

2. Teck would then buy all the outstanding shares from CUU shareholders by paying cash, Teck shares or a combination of the two. Like many said before, Teck shares would allow tax deferral until these Teck shares are sold, cash buyout would not allow any tax deferral.

3. CUU shareholders would be issued CUU2 shares either 1 to 1 or some pro-rata ratio. CUU2 shares will have a market value reflecting its underlying assets and future potential but the sp will be largely determined by the market. CUU2 shareholders can hold on to the shares or sell them as they wish. CUU2 would have the AZ and maybe some BC properties to continue to explore.

This would be one of the simplest way, from a tax standpoint, for a buyout. Like Accountant said, the tax consequence can be very complicated with asset purchase or some other method of buyout and would require lots of expert tax consulting and fees. It's just not worth it! JMO