Sherritt Announces Results of Modified Dutch Auction to Purchase Secured Notes and Fixed Price Tender Offer to Purchase Junior Notes
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES
Sherritt Announces Results of Modified Dutch Auction to Purchase
Secured Notes and Fixed Price Tender Offer to Purchase Junior
Notes
TORONTO, June 1, 2022 – Sherritt International Corporation (“ Sherritt” or the “ Corporation”)
(TSX:S) announced today the results of its offers to purchase (i) its outstanding 8.50% senior
second lien secured notes due 2026 (the “Secured Notes”) pursuant to a modified Dutch auction
process (the “ Secured Notes Dutch Auction ”) and (ii) its outstanding 10.75% unsecured PIK
option notes due 2029 (the “Junior Notes”, and collectively with the Secured Notes, the “Notes”)
pursuant to a fixed price tender offer process (the “Junior Notes Fixed Price Tender Offer” and,
together with the Secured Notes Dutch Auction, the “Offers” or the “Transaction”).
Having reviewed the positive results of the Offers, Sherritt has determined to not extend the
expiration date for the Offers past the initial expiration date of June 1, 2022, and is concluding the
Transaction at this time.
“We are pleased with the strong results of our n otes purchase offers, which will reduce the
aggregate principal amount of notes outstanding by almost $60 million and our annual interest
expense by approximately $5.5 million, while at the same time providing near-term liquidity to our
noteholders,” said Leon Binedell, President and CEO of Sherritt. “ This transaction further
demonstrates our focus on deleveraging our balance sheet and supports our sound framework
for taking advantage of the strong nickel and cobalt market fundamentals. With this transaction
and our steadfast focus on expanding production at our Moa Joint Venture we remain committed
to generating value for all our stakeholders.”
The following table sets out the purchase price per $1,000 of principal amount of Notes, the
aggregate purchase price and corresponding principal amount for each series of Notes to be
purchased under the Offers.
Notes CUSIP Purchase Price
per $1,0001
Aggregate Purchase
Price
Corresponding
Principal Amount
Secured Notes 823901AM5 $850 $34,758,200 $40,892,000
Junior Notes 823901AN3 $550 $10,078,526 $18,324,593
Totals N/A $44,836,726 $59,216,593
1. Includes the Initial Participation Consideration Amount (as defined in the Purchase Offer , defined
below) of $30 per $1,000 of principal amount of Notes.
In addition, Sherritt will pay in cash to holders whose Secured Notes are purchased by Sherritt
pursuant to the Secured Notes Dutch Auction the accrued and unpaid interest from the last
interest payment date up to, but not including, the Payment Date (as defined below) in respect of
such purchased Secured Notes.
The complete terms and conditions of the Offers were set forth in the Offer to Purchase dated
May 11, 2022 (the “ Purchase Offer”). All Junior Notes validly tendered and not withdrawn, and
all Secured Notes validly tendered at or below the Clearing Price (as defined in the Purchase
Offer) and not withdrawn, will be accepted for purchase by Sherritt subject to the terms and
conditions set forth in the Purchaser Offer (including any applicable prorati on in respect of the
Secured Notes). Payment for Notes accepted for purchase pursuant to the Offers will be made
by Sherritt on the settlement date of June 6, 2022 (the “Payment Date”).
National Bank Financial Markets acted as dealer manager, Kingsdale Advisors acted as
depositary and as information agent, and Goodmans LLP acted as Sherritt’s legal adv isor in
connection with the Transaction.
This news release does not constitute a notice of redemption under the redemption provisions of
the indentures governing the Notes, nor does it constitute or form part of any offer or invitation to
purchase or sell , or any solicitation of any offer to purchase or sell, the Notes or any other
securities in any other country, nor shall it or any part of it, or the fact of its release, form the basis
of, or be relied on or in connection with, any contract therefor.
About Sherritt
Sherritt is a world leader in using hydrometallurgical process to mine and refine nickel and cobalt
– metals essential for an electric future. Its Technologies Group creates innovative, proprietary
solutions for natural resource -based industries around the world to improve environmental
performance and increase economic value. Sherritt has embarked on a multi -pronged growth
strategy focused on ex panding nickel and cobalt production by up to 20% from 2021 and
extending the life of mine at Moa beyond 2040. The Corporation is also the largest independent
energy producer in Cuba. Sherritt’s common shares are listed on the Toronto Stock Exchange
under the symbol “S”.
For more information, please contact:
Mark Preston, Investor Relations
Telephone: 416-935-2406
Email: [email protected]
www.sherritt.com
Forward-Looking Statements
Certain statements and other information included in this press release constitute “forward-looking
information” or “forward -looking statements” (collectively, “forward -looking statements”) under
applicable securities laws (such statements are often accompanied by words such as “anticipate”,
“forecast”, “expect”, “believe”, “may”, “will”, “should”, “estimate”, “intend” or other similar words).
All statements in this press release, other than those relating to historical information, are forward-
looking statements, including, but not limited to the amount of any Secured Notes and /or Junior
Notes to be purchased under the Offers; the settlement date specified herein in regard to the
Offers; and the payment of accrued and unpaid interest. Forward-looking statements in this press
release are subject to a number of assumptions, risks and uncertainties, many of which are
beyond our control, which could cause actual results to differ materially from such forward-looking
statements. The ke y risks and uncertainties are set forth in the Purchase Offer and in the
Corporation’s reports filed with the Canadian securities regulatory authorities, including, without
limitation, the “Risk Factors” section of the Annual Information Form of the Corpor ation dated
March 24, 2022 for the year ended December 31, 2021 and the “Managing Risk” sections of the
Corporation’s Management’s Discussion and Analysis for the first three months ended March 31,
2022 and the year ended December 31, 2021, all of which ar e available on SEDAR at
www.sedar.com. As such, undue reliance should not be placed on these forward -looking
statements.
The forward-looking information and statements contained in this press release are made as of
the date hereof and the Corporation undertakes no obligation to update publicly or revise any oral
or written forward-looking information or statements, whether as a result of new information, future
events or otherwise, except as required by applicable securities laws. The forward -looking
information and statements contained herein are expressly qualified in their entirety by this
cautionary statement.