Hudbay and Waterton Announce Amendment to Settlement Agreement
March 16 2020 - 10:00PM
Hudbay Minerals Inc. (“Hudbay” or the “Company”)
(TSX, NYSE: HBM) and Waterton Global
Resource Management, Inc. (“Waterton”), today announced they have
agreed to amend certain of the standstill provisions of the
settlement agreement dated May 3, 2019 that resulted in the
nomination of new directors independent of Waterton and, at the
time, the Company. The parties have agreed to increase the number
of Company shares that may be acquired by Waterton from 15.0% to up
to 19.99% during the standstill period. The parties also have
agreed to amend certain provisions of the standstill and to extend
the standstill period for six months if Waterton acquires
beneficial ownership in excess of 16% of the Company’s shares prior
to the original termination date, with an automatic extension of a
further six months if Waterton’s beneficial ownership interest
exceeds 17.5% of the Company’s shares prior to the expiry of such
initial six-month extension period.
“We are pleased to have amended these terms of
our agreement with Waterton, which further demonstrates their
support for Hudbay as a leading independent shareholder,” said
Stephen Lang, Hudbay’s Chair of the Board of Directors.
A copy of the amending agreement will be
available under Hudbay’s profile on SEDAR.
About Hudbay
Hudbay (TSX, NYSE: HBM) is a diversified mining
company primarily producing copper concentrate (containing copper,
gold and silver) and zinc metal. 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 copper projects in
Arizona and Nevada (United States). The company’s growth strategy
is focused on the exploration, development, operation and
optimization 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.
For investor and media inquiries, please
contact:
Candace BrûléDirector, Investor Relations
(416) 814-4387 candace.brule@hudbay.com
Additional Required Early Warning Report
Information
Immediately prior to agreeing to amend the
settlement agreement and immediately after agreeing to amend the
settlement agreement, Waterton, together with Waterton Mining
Parallel Fund Offshore Master, LP ("Waterton Mining LP") and
Waterton Precious Metals Fund II Cayman, LP ("Waterton Fund II"),
owned and exercised control and direction over, in the aggregate,
39,186,013 common shares of Hudbay, representing approximately
14.998% of the outstanding common shares of Hudbay.
The common shares of Hudbay were acquired for
investment purposes and for other reasons detailed in Item 5 of the
early warning report to be filed under applicable Canadian
securities laws. Waterton, together with Waterton Mining LP and
Waterton Fund LP, may, depending on market and other conditions,
acquire additional common shares of Hudbay through market
transactions, private agreements, treasury issuances, exercise of
warrants, or otherwise, or may sell all or some portion of common
shares of Hudbay, or may continue to hold common shares of
Hudbay.
For further information and to obtain a copy of
the early warning report, please see Hudbay's profile on the SEDAR
website www.sedar.com or contact Richard Wells, Chief Financial
Officer of Waterton at 416-504-3507. The head office address of
Waterton is Commerce Court West, 199 Bay Street, Suite 5050,
Toronto, Ontario, M5L 1E2, Canada. The head office address of each
of Waterton Mining LP and Waterton Fund II is Ugland House, Grand
Cayman, Cayman Islands, KY1-1104. The head office address of Hudbay
is 25 York Street, Suite 800, Toronto, Ontario, Canada M5J 2V5.
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