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SHERRITT INTERNATIONAL CORPORATION
MEETINGS OF NOTEHOLDERS 2025

Early Consent Deadline

Tuesday, March 25, 2025, at 5:00 PM (Toronto Time)

Voting Deadline

Wednesday, April 2, 2025, at 5:00 PM (Toronto Time)

Senior Secured Noteholders Meeting Date

Friday, April 4, 2025, at 10:00 AM (Toronto Time)

Junior Noteholders Meeting Date

Friday, April 4, 2025, at 10:30 AM (Toronto Time)

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Voting Logistics

Record Date

Tuesday, March 4, 2025, at 5:00 PM (Toronto time)

Early Consent Deadline

Tuesday, March 25, 2025, at 5:00 PM (Toronto Time)

Voting Deadline

Wednesday, April 2, 2025, at 5:00 PM (Toronto Time)

Intermediaries may have their own deadlines, please reach out as soon as possible to ensure your vote is accepted by the applicable deadlines.

Senior Secured Noteholders

Proposed Amendments to Terms: Interest rate increases to 9.25%, extension of the maturity date to November 2031, and such other amendments as described in the Company's Information Circular, including the Description of the Notes attached thereto.

Debt Reduction: Reduces total outstanding Junior Notes obligations by approximately $32 million and improves Sherritt's capital structure.

Increase Overall Value: The CBCA Transaction will provide Sherritt additional time to effectuate its plan to further deleverage its capital structure, to increase the value of its business, and to provide Sherritt with the ability and time to repay the Amended Senior Secured Notes in full on or before the maturity date.

Positive Long Term Benefits: Considering all of the factors and circumstances facing the Company at this time (including the current prices of nickel and cobalt), the successful implementation of the CBCA Transaction in the short term will yield positive long term benefits for the Senior Secured Noteholders.

VOTE NOW TO BE ELIGIBLE FOR ADDITIONAL CASH PAYMENT

Vote FOR the CBCA Transaction by 5:00 p.m. (Toronto Time) on March 25, 2025 to receive, on the effective date of the transaction, an additional 3% cash early consent consideration based on the principal amount of your Senior Secured Notes voted in favour of the CBCA plan.

CBCA Plan Binding on Non-Consenting Noteholders:   

  • Holders of Senior Secured Notes holding, in aggregate, 42% of the Senior Secured Notes have entered into a Support Agreement with the Company and agreed to support the CBCA Transaction and vote in favour of the CBCA Plan. 

  • The CBCA Plan requires the approval of 66 2/3% of the votes cast at each of the Senior Secured Noteholders’ Meeting and the Junior Noteholders’ Meeting, provided that the Company has the right to seek that the Senior Secured Noteholders and Junior Noteholders be treated as a single class for voting purposes.

  • A CBCA Plan, once approved by the Court, is binding on non-consenting noteholders. 

  • Senior Secured Noteholders who do not vote in favour by the Early Consent Deadline will not receive the 3% cash early consent consideration.

Junior Noteholders

Elevate Debt Ranking: The Amended Senior Secured Notes to be issued in exchange for the existing Junior Notes will be secured over the assets of Sherritt and rank in priority ahead of unsecured obligations (including the existing Junior Notes).

Cash interest: The Amended Senior Secured Notes provide for cash interest, as well as additional covenants and protections not in the Junior Notes.

Exchange Ratio: The Junior Notes Exchange Ratio represents a premium to the value that the Junior Notes are currently trading at.

Junior Noteholders are encouraged to notify Kingsdale Advisors by March 25, 2025, if they would like to proceed with an exchange of their Junior Notes on the same economic terms as contemplated by the CBCA plan in the event that Sherritt elects to remove the Junior Notes Exchange from the CBCA plan.

VOTE NOW TO BE ELIGIBLE FOR ADDITIONAL 5% IN AMENDED SENIOR SECURED NOTES

Vote FOR the CBCA Transaction by 5:00 p.m. (Toronto Time) on March 25, 2025 to receive, on the effective date of the transaction, an additional 5% in Amended Senior Secured Notes based on the principal amount of your Junior Notes, voted in favour of the CBCA plan.

All summaries of, and references to, the Company's transaction are qualified in their entirety by reference to the complete text of the CBCA plan and the Company's Information Circular. Noteholders are urged to carefully read the full text of the CBCA plan and Information Circular.

CBCA Plan Binding on Non-Consenting Noteholders:

  • The CBCA Plan requires the approval of 66 2/3% of the votes cast at each of the Senior Secured Noteholders’ Meeting and the Junior Noteholders’ Meeting, provided that the Company has the right to seek that the Senior Secured Noteholders and Junior Noteholders be treated as a single class for voting purposes.

  • Holders of Senior Secured Notes holding, in aggregate, 42% of the Senior Secured Notes have entered into a Support Agreement with the Company and agreed to support the CBCA Transaction and vote in favour of the CBCA Plan. 

  • A CBCA Plan, once approved by the Court, is binding on non-consenting noteholders. 

  • Junior Noteholders who do not vote in favour by the Early Consent Deadline will not receive the 5% of additional Amended Senior Secured Notes as early consent consideration.

Vote Now!

Unsure how to vote?

1. Click here to read the Voting Instructions.

2. Call, text or email a Kingsdale Engagement Specialist

1-855-476-7987 (North America Toll Free)​

1-437-561-5039 (Text or Call)

contactus@kingsdaleadvisors.com

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