TMX, NYSE – HBM 2019 No. 17 Hudbay and Waterton Announce Settlement Agreement
TMX, NYSE – HBM
2019 No. 17
Hudbay and Waterton Announce Settlement Agreement
Toronto, Ontario, May 3, 2019 – Hudbay Minerals Inc. (“Hudbay” or the “Company”) (TSX, NYSE:HBM) and
Waterton Precious Metals Fund II Cayman, LP and Waterton Mining Parallel Fund Offshore Master, LP, each of
which are managed by Waterton Global Resource Management, Inc. (collectively “Waterton”), today announced a
settlement agreement (the “Agreement”) that will result in the following eleven nominees (the “Agreed Nominees”)
being elected as Hudbay’s board of directors (the “Board”) at Hudbay’s annual and special meeting of shareholders
scheduled for May 7, 2019 (the “Meeting”): Carol Banducci, Igor Gonzales, Alan Hair, Alan Hibben, Richard Howes,
Sarah Kavanagh, Carin Knickel, Peter Kukielski, Colin Osborne, David Smith and Daniel Muñiz Quintanilla.
In order to facilitate the Agreement, only Agreed Nominees will be nominated for election at the Meeting. None of the
other individuals that Hudbay or Waterton had previously intended to nominate for election will be standing for
election. Hudbay’s green form of proxy and Waterton’s blue form of proxy continue to be valid, however only votes in
respect of the Agreed Nominees will be considered at the Meeting. In a ddition to the election of the Agreed
Nominees, the Agreement includes customary standstill, voting support and other terms.
“Hudbay is pleased to have reached an Agreement with Waterton that is in the best interests of shareholders,” said
Alan Hibben, Chair of Hudbay’s Board. “On behalf of the Board, we look forward to welcoming our new directors to
the Board and thank our departing directors for their valuable service to the Company. We also thank shareholders
for their continued support of Hudbay and firmly believe that the best is yet to come.”
Hudbay and Waterton have also agreed that, following the Meeting, the Corporate Governance and Nominating
Committee will initiate a process to identify a suitable successor to the Chair position. Mr. Hibben has agreed to
continue to serve as Chair until a successor is appointed and will remain on the Board until the 2020 annual meeting
of shareholders. A copy of the Agreement will be available under Hudbay’s profile on SEDAR.
“With the proxy contest behind us, we are pleased that Hudbay will now be able to focus solely on unlocking its
significant potential,” said Isser Elishis, Chief Investment Officer of Waterton Global Resource Management, Inc. “We
are confident that the refreshed Hudbay Board is well-positioned to add value and deliver long-term value for all
shareholders.”
About Hudbay
Hudbay (TSX, NYSE: HBM) is an integrated mining company primarily producing copper concentrate (containing
copper, gold and silver), molybdenum concentrate and zinc metal. With assets in North and South America, the
company is focused on the discovery, production and marketing of base and precious metals. Directly and through its
subsidiaries, Hudbay owns three polymetallic mines, four ore concentrators and a zinc production facility in northern
Manitoba and Saskatchewan (Canada) and Cusco (Peru), and coppe r projects in Arizona and Nevada (United
TMX, NYSE – HBM
2019 No. 17
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States). The company’s growth strategy is focused on the exploration and development of properties it already
controls, as well as other mineral assets it may acquire that fit its strategic criteria. Hudbay’s vision is to be a
responsible, top-tier operator of long-life, low-cost mines in the Americas. Hudbay’s mission is to create sustainable
value through the acquisition, development and operation of high-quality, long-life deposits with exploration potential
in jurisdictions that support responsible mining, and to see the regions and communities in which the company
operates benefit from its presence. The company is governed by the Canada Business Corporations Act and its
shares are listed under the symbol "HBM" on the Toronto Stock Exchange, New York Stock Exchange and Bolsa de
Valores de Lima. Further information about Hudbay can be found on www.hudbay.com.
About Waterton
Waterton is an investment firm that manages capital for global institutional investors, sovereign wealth funds and
endowments. The firm has ~US$2 billion in assets under management and focuses solely on the metals and mining
sector. Waterton has a culture of thoroughness and a disciplined approach to capital allocation, and utilizes its
significant industry expertise to produce out-sized risk-adjusted returns.
For further information, please contact:
Hudbay
Candace Brûlé
Director, Investor Relations
(416) 814-4387
Waterton
Sloane & Company
Dan Zacchei / Joe Germani
(212) 486-9500