Sherritt

Sherritt Announces Non‑Brokered Private Placement for up to $50 Million

Article content

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE

Article content

SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Article content

Article content

TORONTO — Sherritt International Corporation (“Sherritt” or the “Corporation”) (TSX:S) today announced that it has agreed with certain new and existing shareholders of the Corporation to complete a non‑brokered private placement of common shares of Sherritt (“Common Shares”) for aggregate gross proceeds of up to $50 million (collectively, the “Private Placement“). As part of the Private Placement, Seymour Schulich, through a corporation controlled by him, has agreed to subscribe for up to 68,600,000 Common Shares for aggregate gross proceeds of up to $14,406,000.

Article content

Article content

Pursuant to the Private Placement, the Corporation will issue up to 238,095,238 Common Shares from treasury at a price of $0.21 per Common Share. The Private Placement is expected to close on or about April 7, 2026, subject to customary closing conditions and the receipt of required regulatory approvals, including approval of the Toronto Stock Exchange.

Article content

Article content

The net proceeds from the Private Placement are expected to be used for general corporate purposes and to support the Corporation’s operations and strategic initiatives.

Article content

An existing shareholder of the Corporation holding approximately 13.5% of the outstanding Common Shares is expected to participate in the Private Placement. Such participation constitutes a “related party transaction” within the meaning of Multilateral Instrument 61‑101 – Protection of Minority Security Holders in Special Transactions (“MI 61‑101”). The Corporation expects to rely on exemptions from the formal valuation and minority shareholder approval requirements of MI 61‑101 on the basis that the fair market value of the securities issued to the related party does not exceed 25% of the Corporation’s market capitalization. The Private Placement will not result in a change of control of the Corporation.

Article content

The securities offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Article content

Commenting on the Private Placement, Brian Imrie, Chair of Sherritt’s board of directors (the “Board”) said, “This private placement marks a significant development for Sherritt as we continue to navigate through a challenging operating environment. We appreciate the strong support shown by both new and existing shareholders, which reflects their confidence in Sherritt’s future prospects.”

Article content

Board of Directors Update

Article content

In addition, Sherritt announces that Louise Blais has stepped down from its Board effective today, to focus on her commitments at her strategic advisory firm Blais Global.

Article content

“On behalf of the Board, I would like to thank Louise for her invaluable contributions and dedication during her tenure,” said Mr. Imrie. “Her insights and leadership have helped guide Sherritt through an important period, and we wish her continued success in her future endeavors.”

Article content

Article content

About Sherritt

Article content

Sherritt is a world leader in using hydrometallurgical processes to mine and refine nickel and cobalt – metals deemed critical for the energy transition. Leveraging its technical expertise and decades of experience in critical minerals processing, Sherritt is committed to expanding domestic refining capacity and reducing reliance on foreign sources. The Corporation operates a strategically important refinery in Alberta, Canada, recognized as the only significant cobalt refinery and one of just three nickel refineries in North America. Sherritt’s Moa Joint Venture produces cost competitive critical minerals while maintaining high sustainability standards and has an estimated mine life of approximately 25 years.

Article content

The Corporation’s Power division, through its ownership in Energas, is the largest independent energy producer in Cuba, processing domestically sourced raw natural gas to generate electricity for sale to the Cuban national electrical grid. Sherritt’s common shares are listed on the Toronto Stock Exchange under the symbol “S”.

Article content

Forward-Looking Statements

Article content

This press release contains certain forward-looking statements. Forward-looking statements can generally be identified by the use of statements that include such words as “believe”, “expect”, “anticipate”, “intend”, “plan”, “forecast”, “likely”, “may”, “will”, “could”, “should”, “suspect”, “outlook”, “potential”, “projected”, “continue” or other similar words or phrases. Specifically, forward-looking statements in this press release include, but are not limited to, statements regarding the Private Placement, including the intended use of proceeds therefrom.

Article content

Forward-looking statements are not based on historical facts, but rather on current expectations, assumptions and projections about future events, including commodity and product prices and demand; the level of liquidity and access to funding; share price volatility; production results; realized prices for production; earnings and revenues; global demand for electric vehicles and the anticipated corresponding demand for cobalt and nickel; the commercialization of certain proprietary technologies and services; advancements in environmental and greenhouse gas (GHG) reduction technology; GHG emissions reduction goals and the anticipated timing of achieving such goals, if at all; statistics and metrics relating to Environmental, Social and Governance (ESG) matters which are based on assumptions or developing standards; environmental rehabilitation provisions; environmental risks and liabilities; compliance with applicable environmental laws and regulations; risks related to the U.S. government policy toward Cuba; and certain corporate objectives, goals and plans for 2026. By their nature, forward-looking statements require the Corporation to make assumptions and are subject to inherent risks and uncertainties. There is significant risk that predictions, forecasts, conclusions or projections will not prove to be accurate, that the assumptions may not be correct and that actual results may differ materially from such predictions, forecasts, conclusions or projections.

Source link