Sherritt Reminds Noteholders of Upcoming Initial Expiration Date in Connection with its Previously Announced Offers to Purchase Notes
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OR FOR DISSEMINATION IN THE UNITED STATES
Sherritt Reminds Noteholders of Upcoming Initial Expiration Date in
Connection with its Previously Announced Offers to Purchase Notes
TORONTO, May 24, 2022 – Sherritt International Corporation (“Sherritt” or the “Corporation”)
(TSX:S) reminds holders (the “Noteholders”) of the Corporation’s outstanding (i) 8.50% senior
second lien secured notes due 2026 (the “Secured Notes”) and (ii) 10.75% unsecured PIK option
notes due 2029 (the “Junior Notes”, and collectively with the Secured Notes, the “Notes”) of the
initial expiration date of June 1, 2022 (the “ Initial Expiration Date”) for the Corporation’s
previously announced modified Dutch auction in respect of the Secured Notes (the “ Secured
Notes Dutch Auction”) and fixed price tender offer in respect of the Junior Notes (the “Junior
Notes Fixed Price Tender Offer ” and, together with the Secured Notes Dutch Auction, the
“Offers” or the “ Transaction”) for aggregate cash consideration of up to $50 million (the
“Maximum Consideration Amount”), exclusive of accrued and unpaid interest on the purchased
Secured Notes. The Initial Expiration Date and additional related information with respect to the
Offers was previously announced by the Corporation in its news release issued on May 11, 2022
(the “May 11 News Release”).
As further described in Sherritt’s Offer to Purchase dated May 11, 2022 (the “Purchase Offer”)
and the May 11 News Release , the Offers expire at 5:00 p.m. (Toronto time) on the Initial
Expiration Date, unless the Offers are extended by Sherritt to 5:00 p.m. (Toronto time) on June
15, 2022 (the “Extended Expiration Date”), as such date and time may be extended or earlier
terminated by Sherritt. Noteholders that validly tender and do not withdraw their Notes prior to
5:00 p.m. (Toronto time) on the Initial Expiration Date, as such date and time may be extended
or earlier termina ted by Sherritt, and whose Notes are purchased by Sherritt pursuant to the
applicable Offer, will be entitled to additional cash consideration of $30 per $1,000 of principal
amount of purchased Notes (the “Initial Participation Consideration Amount”) for the purchase
of such Notes, payable on the applicable settlement date (as described in the Purchase Offer) .
Noteholders should review the Purchase Offer in detail for additional information.
Pursuant to the Transaction, Sherritt will purchase any Junior Notes validly tendered pursuant to
the Junior Notes Fixed Price Tender Offer and not withdrawn prior to 5:00 p.m. (Toronto time) on
the Initial Expiration Date (the “ Initial Junior Notes Purchase ”), subject to the terms and
conditions set forth in the Purchase Offer, and then have the option to purchase Secured Notes
validly tendered and not withdrawn pursuant to the Secured Notes Dutch Auction prior to 5:00
p.m. (Toronto time) on the Initial Expiration Date (the “ Initial Expiration Secured Notes
Purchase Option”), subject to (i) Sherritt’s satisfaction with the Clearing Price (as defined and
discussed in the Purchase Offer) for such Secured Notes, (ii) the Maximum Consideration Amount
(taking into account the Initial Junior Notes Purchase) and (iii) the terms and conditions set forth
in the Purchase Offer. The settlement date for any Notes purchased by Sherritt pursuant to the
Initial Junior Notes Purchase and/or the Initial Expiration Secured Notes Purchase Option will be
the date that is three business days after the Initial Expiration Date. Junior Notes validly tendered
and not withdrawn prior to 5:00 p.m. (Toronto time) on the Initial Expiration Date will have priority
in acceptance over Secured Notes validly tendered and not withdrawn prior to the Initial Expiration
Date.
If Sherritt exercises the Initial Expiration Secured Notes Purchase Option, the Transaction shall
not be extended past the Initial Expiration Date to the Extended Expiration Date. If Sherritt does
not exercise the Initial Expiration Secured Notes Purchase Option, Sherritt can extend the Offers
past the Initial Expiration Date to the Extended Expiration Date, as may be further extended or
earlier terminated by Sherritt as described in the Purchase Offer.
Noteholders that do not validly tender their Notes prior to the Initi al Expiration Date shall not be
entitled to receive the Initial Participation Consideration Amount and will not have a further
opportunity to tender their Notes if Sherritt exercises the Initial Expiration Secured Notes
Purchase Option and does not extend the Offers past the Initial Expiration Date.
The Transaction is subject to the terms and conditions described in the Purchase Offer. The above
dates and times are subject, where applicable, to the right of Sherritt to extend, reopen, amend
and/or terminate the Offers, subject to applicable laws. Noteholders should be aware that their
broker, dealer, commercial bank, trust company or other intermediary (each an
“Intermediary”) will establish their own earlier deadlines for participation in, or withdrawal
from, the Offers. Noteholders are encouraged to contact their Intermediary directly to confirm
any such internal deadlines.
Additional information relating to the Initial Expiration Date and the Transaction is set out in detail
in the May 11 News Release and the Purchase Offer.
National Bank Financial Markets ([email protected] or (416) 869 -8635) is acting as
dealer manager, Kingsdale Advisors ([email protected] or 1 -800-749-9052) is
acting as depositary and as information agent, and Goodmans LLP is acting as Sherritt’s legal
advisor in connection with the Transaction. A copy of the Purchase Offer may be obtained by
contacting National Bank Financial Markets or Kingsdale Advisors at the above contact
information.
The Offers are made only by and pursuant to the terms of the Purchase Offer and the information
in this news release is qualified by reference to the Purchase Offer. None of Sherritt, National
Bank Financial Markets or Kingsdale Advisors make any recommendations as to whether holders
should tender or withhold their Notes pursuant to the Offers. Sherritt may amend, extend or
terminate either Offer in its sole discretion and subject to applicable law.
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 expanding 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 deadlines, determination dates and settlement dates
specified herein in regard to the Offers; increasing, decreasing or eliminating the Maximum
Consideration Amount; 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 key 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
Corporation 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 are 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.