“10 August 2026: TORONTO – Sherritt International Corporation (“Sherritt” or the “Corporation”) (TSX:S) today confirms receipt of an unsolicited, non-binding proposal from a consortium comprised of Kyma Capital, Glencore Ltd. and a United States anchor investor (collectively, the “Consortium”). The Corporation cautions stakeholders that the Consortium’s proposal is non-binding, conditional and is not currently executable.
Sherritt will address all proposals from current or potential stakeholders and its board will consider them in accordance with its fiduciary duties. Sherritt’s stakeholders should exercise caution when evaluating information from any source, particularly information disseminated by third parties who may not have knowledge of, or may not present, the constraints to which Sherritt is subject.
Sherritt will continue to engage with its stakeholders as it navigates the significant challenges that it faces. Sherritt will provide factual updates as developments warrant, in accordance with applicable securities laws. Sherritt does not intend to make further public announcements regarding rumours or speculation unless it determines that disclosure is in the best interest of its stakeholders and in accordance with the requirements of applicable law.
About Sherritt
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 common shares are listed on the Toronto Stock Exchange under the symbol “S”.
Forward-Looking Statements
Certain statements and other information included in this press release may 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. Forward-looking statements in this press release include, without limitation, statements regarding the proposal from the Consortium (or any other proposal or potential transaction).
The Corporation cautions readers of this press release not to place undue reliance on any forward-looking statement as a number of factors could cause actual future results, conditions, actions or events to differ materially from the targets, expectations, estimates or intentions expressed in the forward-looking statements. Such factors include, without limitation, continued risks related to Sherritt’s operations in Cuba and future actions taken by the U.S. government toward Cuba, including with respect to the U.S. administration’s May 1, 2026 Executive Order expanding sanctions against Cuba; level of liquidity of Sherritt, including access to capital and financing; the Corporation’s ability to negotiate and finalize a definitive agreement in respect of a recapitalization transaction, including the completion and timing thereof, the terms on which it may be completed and the receipt of all required approvals; the Corporation’s ability to restart its business and restore normal operations, including the ability to obtain restart financing; the risk to or loss of Sherritt’s entitlements to future distributions (including pursuant to the Cobalt Swap) from the Moa JV; the inability of the Corporation to comply with debt restrictions and covenants; the inability of the Corporation to comply with the listing requirements of the Toronto Stock Exchange or another recognized stock exchange; uncertainty in the ability of the Corporation to enforce legal rights in foreign jurisdictions; uncertainty regarding the interpretation and/or application of the applicable laws in foreign jurisdictions; tax risks; political, economic and other risks of foreign operations; security market fluctuations and price volatility; risks related to environmental liabilities including liability for reclamation costs, tailings facility failures and toxic gas releases; compliance with applicable environment, health and safety legislation and other associated matters; risks associated with governmental regulations regarding climate change and greenhouse gas emissions; risks relating to community relations; maintaining social license to grow and operate; risks associated with the operation of large projects generally; the ability to replace depleted mineral reserves; risks associated with the Corporation’s joint venture partners; risks associated with mining, processing and refining activities; reliance on key personnel and skilled workers; risks related to the Corporation’s corporate structure; foreign exchange and pricing risks; credit risks; future market access; interest rate changes; risks in obtaining insurance; uncertainties in labour relations; legal contingencies; risks related to the Corporation’s accounting policies; uncertainty in the ability of the Corporation to obtain government permits; failure to comply with, or changes to, applicable government regulations. The key risks and uncertainties should be considered in conjunction with the risk factors described in the Corporation’s other documents filed with the Canadian securities authorities, including without limitation the “Managing Risk” section of the Management’s Discussion and Analysis for the three months ended March 31, 2026, the “Managing Risk” section of the Management’s Discussion and Analysis for the three months and year ended December 31, 2025 and the Annual Information Form of the Corporation dated March 23, 2026 for the period ending December 31, 2025, each of which is available on SEDAR+ at www.sedarplus.ca. 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.”
London, United Kingdom-based Kyma Capital, London, United Kingdom-based Trifon Natsis, Baar, Switzerland-based Glencore International AG, and an unidentified United States-based party.
Consortium of a United States anchor investor, Kyma Capital, Trifon Natsis and Glencore Ltd.
10 August 2026
Consortium of a United States anchor investor, Kyma Capital, Trifon Natsis and Glencore confirms it has offered a funded and inclusive recapitalization proposal providing significant equity capital, shareholder participation and relevant industrial capability, with a credible path to the stakeholder consents required for implementation. The Consortium calls on the Board to engage without further delay.
TORONTO, Aug. 10, 2026 /PRNewswire/ -- The United States Consortium (the "Consortium") — now comprising a prominent United States anchor investor ("US anchor"), Kyma Capital Limited ("Kyma Capital"), veteran global financial markets investor Trifon Natsis, and Glencore Ltd. ("Glencore") (LON: GLEN) today confirms that it formally submitted a comprehensive, non-binding recapitalization proposal (the "Proposal") to the Board of Directors of Sherritt International Corporation (TSX: S) ("Sherritt" or the "Company") on June 26, 2026. The Proposal has been before the Board since that date. The Consortium is making this announcement so that Sherritt's shareholders, noteholders, employees and other stakeholders can assess the Company's alternatives for themselves.
On August 7, an Ad Hoc Group representing a majority of the outstanding principal amount of Sherritt's 9.25% 2031 Notes publicly disclosed the key terms of a recapitalization proposal submitted to the Company by a consortium of strategic and financial investors and called on the Board to engage immediately with all credible alternatives. The Consortium confirms that the proposal disclosed by the Ad Hoc Group is the Proposal described in this announcement. The Proposal provides:
• New equity at C$0.12 per share- a market-reflective price with no discount to Sherritt's unaffected share price as of May 19, 2026, in contrast to the discounted structure publicly disclosed as the basis of the Gillon Capital proposal;
• Partial participation rights for eligible existing shareholders- eligible shareholders will have the opportunity to participate pro rata in a portion of the new equity issuance at the same C$0.12 per share price as the Consortium, reducing the dilution that would otherwise result from a closed control placement;
• A fully-funded transaction with no third-party debt financing condition- equity commitments from Consortium members, supported by equity commitment letters or equivalent instruments delivered at signing of definitive documentation, and a structure designed to provide a credible path to the noteholder support required for implementation;
• While not conditional, the Proposal provides the ability to unlock additional financing from the existing noteholders, contemplated in combination with equity commitments from the Consortium;
• Clear control and ownership structure through a U.S.-domiciled acquisition vehicle which, in the aggregate, will hold at least 55% of the Company on a fully diluted basis at completion; and
• U.S. regulatory engagement already underway- the Consortium has received written confirmation from the U.S. Department of State, addressed to the Consortium and the Company, that the U.S. Department of State and Department of the Treasury do not object to the Consortium engaging in negotiations with Sherritt.
Following completion, the Consortium intends to work with the Company to stabilize its capital structure and liquidity; preserve and enhance the Fort Saskatchewan refinery and Sherritt's North American nickel and cobalt processing capability; establish a compliant pathway for the business to serve critical-minerals supply chains; and establish a dedicated sanctions, national security and compliance committee of the Board.
A consortium built for this situation
The Consortium combines three differentiated capabilities: a US anchor and Trifon Natsis, providing anchor capital and deep global financial markets experience; Kyma Capital, Sherritt's largest economic stakeholder across its capital structure, providing the stakeholder-consent bridge and implementation certainty no disclosed competing proposal can match; and Glencore, a leading global diversified natural resources company, contributing commercial expertise and technical support specific to nickel and cobalt production.
A spokesperson for the Consortium said: "This is a funded, inclusive proposal at a price with no discount, from investors who know this company, with a credible path to the noteholder consent any transaction must have and with constructive engagement already underway in Washington. We are not asking the Board to abandon its process. We are asking it to compare proposals — and to let the better transaction win on the merits."
Akshay Shah, Chief Investment Officer of Kyma Capital, said: "The majority noteholder group has now publicly disclosed the key terms of this Proposal and called for immediate engagement with all credible alternatives. Any transaction requiring noteholder consent needs to be developed through meaningful engagement with those stakeholders, not presented as a fait accompli after the key economic and governance terms have already been determined."
Engagement
The Company has publicly acknowledged constrained liquidity, a material uncertainty as to its ability to continue as a going concern, and the need for significant new capital to restart the Fort Saskatchewan refinery. On August 7, the Ad Hoc Group called for immediate engagement with all credible alternatives and stated that meaningful engagement with noteholders must occur before key economic and governance terms are finalized in any transaction requiring noteholder consent. In these circumstances, the Consortium believes that all credible alternatives must be evaluated promptly and on an informed basis, and that exclusivity arrangements do not relieve the Board of that obligation. Delay has real economic consequences: restart costs, working capital needs and the total financing requirement all grow with time.
As the Ad Hoc Group has now publicly observed, the competing alternatives should be assessed on value, financing certainty, shareholder treatment, operating capability, strategic merit, execution risk and overall stakeholder outcomes.
The Consortium and its advisers are available to meet with the Board and its advisers immediately.
Kyma Capital has separately announced governance initiatives in respect of the Company, including the special meeting of shareholders that has now been requisitioned. Those initiatives are undertaken by Kyma Capital in its own capacity as a shareholder of Sherritt, and not on behalf of the Consortium.
About US Anchor
US Anchor is a United States-based investor with deep global financial markets experience.
About Kyma Capital: Kyma Capital is a London-based investment manager specialising in event-driven and distressed credit opportunities. Kyma is authorised and regulated by the United Kingdom Financial Conduct Authority.
About Trifon Natsis: Trifon Natsis is a co-founder of Brevan Howard Asset Management and has more than three decades of experience investing across global financial markets.
About Glencore: Glencore is one of the world's largest diversified natural resource companies and commodity traders, with a significant presence in mining and marketing of critical minerals, including nickel and cobalt.
Important information
The Proposal is non-binding, subject to the negotiation and execution of definitive documentation and receipt of all required approvals, and there can be no assurance that any transaction will result from it, or as to the terms or timing of any transaction. This announcement is for information only. It does not constitute an offer to buy or sell, or the solicitation of an offer to buy or sell, any securities, and it is not a solicitation of proxies. Each member of the Consortium is responsible for its own disclosure and filing obligations under applicable securities laws. This announcement contains forward-looking statements that reflect current expectations and involve risks and uncertainties; actual outcomes may differ materially, and the Consortium undertakes no obligation to update such statements except as required by law.
SOURCE Consortium of a United States anchor investor, Kyma Capital, Trifon Natsis and Glencore Ltd.
