Pala Requisitions Shareholder Meeting of Sherritt International Corporation, Nominates Two Highly Qualified Directors

Pala Believes CEO Leon Binedell and Former Lead Independent Director Shelley Brown Must be Held Accountable and Replaced 

Binedell and Brown have Presided over Years of Persistent Underperformance and Destruction of Shareholder Value

Board’s Reactive and Piecemeal Governance Window-Dressing Does Nothing to Address Sherritt’s Core Management and Leadership Failure or its Deteriorating Operational Performance

Sherritt is Plagued by Governance and Operational Failures and Urgent Action is Required to Preserve and Maximize Shareholder Value

TORONTO, Nov. 25, 2025 (GLOBE NEWSWIRE) -- Pala Assets Holdings Limited (“Pala”), a private investment firm holding approximately 6.4% of the issued and outstanding common shares of Sherritt International Corporation (“Sherritt” or, the “Company”) (TSX: S), today announced that it has requisitioned a special meeting of Sherritt shareholders (the “Special Meeting”) and nominated two highly qualified individuals, Mr. James Scarlett and Mr. Brett Richards, for Sherritt’s board of directors (the “Board”). Pala also released an open letter to the Board outlining its concerns and proposal for management leadership change. In addition to its equity ownership, Pala holds a meaningful interest in Sherritt’s senior secured notes, reflecting its longstanding commitment to supporting Sherritt’s capital structure.

In its letter, Pala reiterated its concerns about the Company’s governance and operational failures and the urgent need for Board and management change – not cosmetic board reshuffles. Appointing a new Chair of the Board, without removing Mr. Leon Binedell from the Board or replacing him as President and CEO, will do nothing to fix Sherritt’s persistent underperformance.

With the right leadership at management, Pala believes Sherritt can be turned around. A reconstituted Board will help lead the selection of a new and transformational CEO with meaningful operational mining expertise and credibility.

Pala’s attempts to engage with the Company regarding a cooperative framework have been unsuccessful. Pala believes that the Company has never been genuinely interested in dialogue, but has simply deferred any substantive discussion or consideration of real change in order to maintain Leon Binedell in his position as President and CEO. Pala has lost all faith in Mr. Binedell and Ms. Brown and their ability to make any material decisions on Sherritt that reflect the best interests of the Company and its shareholders. 

Pala had urged the Board to refrain from taking any actions under the guise of Board renewal, and to heed the views of its shareholders before making any key decisions on the future leadership of Sherritt. Pala has made clear to the Board that any dissipation of corporate assets in furtherance of entrenchment, including the use of corporate funds to prosecute a defensive proxy campaign for the directors’ or Mr. Binedell’s personal advantage, will be reviewed in light of the directors’ duties to the Corporation and the expectations of shareholders. Pala will take all appropriate steps to protect shareholders and the Corporation.

The Board’s recent attempt to avoid accountability for Mr. Binedell and Ms. Brown, by appointing a new purportedly independent Chair does nothing to address management’s leadership failure at the root of Sherritt’s underperformance and underscores the need for substantive Board change.

For these reasons, and as outlined further in its letter to the Board, Pala has requisitioned the Special Meeting and nominated two highly qualified individuals to the Board to replace Mr. Binedell and Ms. Brown.

The full text of the letter to the Board follows:

November 25, 2025

Sherritt International Corporation

22 Adelaide Street West, Suite 4220
Toronto, Ontario
M5H 4E3

Attention: Board of Directors of Sherritt International Corporation:

As you know, Pala Assets Holdings Limited (“Pala”), a private investment firm, has made a considerable investment in Sherritt International Corporation (“Sherritt” or the “Company”) and currently holds approximately 6.4% of Sherritt’s common shares. In addition to its equity ownership, Pala holds a meaningful interest in Sherritt’s senior secured notes, reflecting its longstanding commitment to supporting Sherritt’s capital structure. Pala has been a Sherritt investor for nearly a decade, actively supporting the Company through multiple debt restructurings and recapitalizations. We continue to believe that Sherritt has valuable assets and a meaningful opportunity to create value for all stakeholders. However, persistent governance and operational challenges are eroding shareholder value, and immediate action is required to reverse this trajectory.

In our August 13, 2025 letter to the Board, we wrote expressing our concerns about record-low nickel and cobalt production at Moa, deteriorating liquidity, the absence of an executable plan to address persistent operational failures, and the need for Board change. Unfortunately, none of these matters has been meaningfully addressed by the Board or management team, and these issues have become even more urgent for the Company. Sherritt has shown no clear plan to reverse its deteriorating performance and, rather than holding CEO Leon Binedell accountable, has appointed a new Board Chair in an attempt to preserve his position.

As Sherritt’s financial and operating performance has continued to worsen, we have been contacted by a significant number of current and former shareholders of Sherritt, including long term shareholders who have sold down positions due to frustration with management and the Board. We have also spoken with several of Sherritt’s largest shareholders who represent more than 30% of Sherritt’s outstanding shares, and each appears to share a common set of concerns about the direction of the business and the need for urgent action.

Shareholders have made it clear to us that there is substantial support for a new CEO and a credible operational turnaround plan to halt the ongoing value destruction and restore operating and financial performance. They also remain firmly opposed to Sherritt pursuing any financing, strategic transaction, or asset sale until credible new leadership is in place that is capable of executing on a turnaround plan. Finally, Board renewal must begin with true governance reform, including a genuinely independent Chair with the requisite oversight expertise, reconstituted committees, and clear performance accountability for management. Without these governance improvements, and a new CEO, Sherritt will continue to underperform.

On November 11, 2025, in an effort to renew our concerns with the Board and to seek a path to restoring value for all shareholders, we met with Shelley Brown, Sherritt’s then Lead Independent Director, and Non-Executive Director Louise Blais. This meeting followed numerous prior engagements by Pala over recent months; each has yielded assurances without action. 

In the November 11^th meeting, we engaged in good faith hoping to seek a constructive and expedited dialogue with the Board about accelerating key initiatives including Board refreshment and leadership change. Regrettably, we remain of the belief that Sherritt has no intention of engaging constructively with Pala. Based on our discussion, we concluded that Ms. Brown, as Sherritt’s then Lead Independent Director, was not exercising independent oversight of Mr. Binedell or holding management accountable for Sherritt’s prolonged operational underperformance.

Faced with pressure from shareholders, including Pala, the Board, led by Ms. Brown, sought to pre-empt shareholder action by having Mr. Binedell relinquish his role as Executive Chair while entrenching him as President and CEO, appointing a new purportedly independent Board Chair and declaring that an additional unnamed director will retire at the end of the year. This governance window-dressing does not address the fundamental leadership issue driving underperformance. Without a new CEO and a Board led by directors acting as independent fiduciaries – nothing will change. The Board’s hasty attempt at governance window-dressing only serves to underscore that the Board will go to any length to protect Mr. Binedell as President and CEO, and that substantive Board change is urgently required.

As we outlined to Ms. Brown and Ms. Blais, and as we further outline below, Pala believes the case for change at Sherritt is both urgent and overwhelming – and the Board and management team must be held to account.

Sherritt has been mismanaged for years destroying millions of dollars of shareholder value. The challenges Sherritt faces today are immense: years of mismanagement by Mr. Binedell as CEO have caused Sherritt to consistently underperform its significant potential. Since Mr. Binedell’s appointment as CEO on June 1, 2021, Sherritt’s share price has declined by approximately 75%, while the share prices of Sherritt’s own selected peer group for executive compensation benchmarking have increased by approximately 136% on average⁽¹⁾⁽²⁾. Sherritt has also underperformed its junior Nickel peers by approximately 56% over the same period ⁽³⁾.

(1)   Based on share prices in Canadian Dollars. Indexed share price performance for Comparator Group excludes dividends. Sherritt did not pay any dividends in the relevant period.
(2)   Comparator Group as disclosed in Sherritt’s 2025 Management Information Circular dated April 29, 2025, excluding companies which have since been acquired or delisted. Index comprised of 5N Plus, Aris Mining, Capstone Copper, DPM Metals, Ero Copper, First Majestic, Fortuna Mining, Frontera Energy, Gran Tierra Energy, Hudbay Minerals, Neo Performance Materials, New Gold, Silvercorp, Taseko Mines, and Torex Gold.
(3)   Junior Nickel Peers include Nickel28, Canada Nickel, FPX Nickel and Talon Metals Corp, which had declined 44% on average. Underperformance calculated as (1-75%)/(1-44%) - 1.

The situation for shareholders is intolerable with no end in sight.

Without a credible plan and operational turnaround, Sherritt will continue to underperform and will likely face a cash crunch that could force the distressed sale of underperforming assets. Sherritt continues to underperform operationally, with 2025 year-to-date production trending approximately 20% below previous years despite completion of the Moa expansion. Sherritt has now cut its 2025 nickel and cobalt production guidance twice and Moa is expected to produce 20% less than originally planned for the year. Cash in Canada has continually declined and is now at precariously low levels, with only approximately C$15 million remaining at the end of Q3 2025.

The Board has failed to hold management accountable for underperformance. Appointing a new Chair cannot substitute for enforcing accountability on the CEO. Holding a CEO accountable for underperformance and having a viable succession plan are among the most important responsibilities of any board of directors, and Sherritt’s Board must act decisively to address management leadership failures. In spite of a struggling stock price and continued devaluation of assets, Sherritt's Board has reaffirmed its support for Mr. Binedell, even elevating him previously to Executive Chairman and thereby further consolidating his authority. The Board does not have a succession plan for Mr. Binedell and seems satisfied to be complacent despite the Company’s struggles.

The Board continues to shower management with outsized rewards, despite persistent underperformance, and appears to be under the thumb of its CEO. Despite Sherritt’s ongoing underperformance, total executive compensation rose 15% from 2023 to 2024, including a 24% increase in CEO compensation to C$2.9 million. The Company’s five named executives received approximately C$7.8 million in total compensation in 2024. Moreover, although Sherritt’s short-term incentive plan purports to use a “scorecard” to assess performance objectively, the Board awarded subjective personal performance ratings of 125–140% to management in 2024, presumably to compensate for weak corporate and operational scores. This discretionary adjustment produced bonus payouts of approximately 90–98% of target, effectively rewarding management despite the Company’s continued underperformance and deteriorating share price.

Pala has concluded that immediate action is required to preserve Sherritt’s remaining value and turn the business around. Based on our meeting on November 11, 2025 and the Board’s history of unproductive interactions with us and other shareholders, Pala has lost confidence that Mr. Binedell will relinquish his control of the Company with the Board having already moved forward with unilateral Board change without meaningful participation by shareholders. Pala believes that Mr. Binedell and Ms. Brown should not escape accountability through reactive and incremental Board change.

In order to drive the change that Sherritt urgently requires, Pala has requisitioned the Special Meeting and nominated two highly qualified directors, James Scarlett and Brett Richards, for election to the Board. Mr. Scarlett and Mr. Richards will bring much needed skills, experience, expertise and shareholder focused perspective. Shareholders can also be assured that both of these individuals are truly independent from management and will act in the best interests of Sherritt’s stakeholders.

The biographies of Pala’s nominees are below:

• Brett Richards: Mr. Richards is a corporate director. Mr. Richards has over 37 years of extensive experience in the mining and metals industry, most recently as the chief executive officer of Pasofino Gold Ltd. He has a unique background in mining M&A, mine financing, mine development and senior level operations experience. During his career, he has also served as the chief executive officers of Gold X2 Mining Inc (formerly, Goldshore Resources Inc.), Banro Corporation, Midnight Sun Mining Corp., African Thunder Platinum, Renew Resources and Octéa. Mr. Richards previously served as the transition CEO of Roxgold, CEO of Avocet Mining plc, and was part of the five-person start-up of Katanga Mining. Mr. Richards’ other publicly listed experience was in senior executive positions with Kinross Gold and Co-Steel Inc. Mr. Richards currently serves as a director on the boards of Nickel 28 Capital Corp., Gold X2 Mining Inc (formerly, Goldshore Resources Inc.) and Midnight Sun Mining Corp. Throughout his career, Mr. Richards has accumulated extensive experience in driving transformational change, leading mergers and acquisitions, and excelling in mine financing and development, particularly in West Africa. Mr. Richards is a graduate of Durham College in Mechanical Engineering, and graduated Magna Cum Laude from Cornell University, Johnson School of Business with a Masters of Business Administration in Management Engineering, and holds a Mining Engineering certificate from Queen’s University.
  
  
• James Scarlett: Mr. Scarlett is a corporate director and currently sits on the board of directors of Chartwell Retirement Residences and has previously served on the boards of directors of Aimia Inc. and Nouveau Monde Graphite Inc. Mr. Scarlett was formerly the Executive Vice-President and Chief Legal Officer at Hydro One Inc. and was a Senior Partner at Torys LLP, where he held key leadership roles, including heading the Capital Markets Group, Mining Group and International Business Development strategy. At Torys LLP, Mr. Scarlett was a respected advisor to boards, committees of boards and senior management in connection with complex mergers and acquisition transactions, IPOs and capital raising transactions. Mr. Scarlett joined Torys LLP in 2000 after practicing at McMillan Binch LLP where he also led the Securities Group, the Corporate Department and served on the Partnership Board. In addition, Mr. Scarlett was appointed as the Ontario Securities Commission’s first Director of Capital Markets in 1988, a position he held until his return to private law practice in 1990. Mr. Scarlett earned his law degree (J.D.) from the University of Toronto and a Bachelor of Commerce Degree from McGill University. He also holds the ICD.D Designation from the Rotman Directors Education Program.
  
  

The Way Forward

Pala believes that a refreshed Board should pursue the prompt replacement of Mr. Binedell as CEO, and the initiation of a formal search process – overseen by an independent special committee of non-management directors – to identify and appoint a new CEO with proven operational mining and turnaround experience. Make no mistake, Sherritt’s performance will not improve without a new CEO and a reinvigorated and independent Board.

Pala calls on the remaining members of the Board to act as independent fiduciaries and work cooperatively with Pala to effect an orderly transition that avoids unnecessary cost, disruption or reputational harm while restoring market confidence. This transition must include Leon Binedell’s resignation and the appointment of a qualified turnaround CEO, coupled with governance reforms that embed genuine oversight and accountability. However, absent prompt, concrete action by the Board, Pala will proceed to take its case directly to Sherritt’s shareholders.

Sincerely,

Jan Weidner
CEO, Pala Assets Holdings Limited

About Pala

Pala Assets Holdings Limited is a private investment firm focused on non-investment grade corporate credit in the natural resources and industrial sectors, existing under the laws of Jersey and its address is IFC 5, St. Helier, Jersey JE1 1ST. Pala has been a bondholder and financial stakeholder of Sherritt International for nearly a decade, actively supporting the Company through multiple debt restructurings and recapitalizations, including the 2020 restructuring, subsequent debt tenders in 2022 and the 2025 restructuring where Pala became a shareholder.

Advisors

Stikeman Elliott LLP is acting as legal counsel to Pala. Carson Proxy is acting as a strategic advisor and proxy solicitor to Pala. Gagnier Communications LLC is acting as strategic communications advisor to Pala.

For Further Information

Media:
Gagnier Communications
Dan Gagnier & Riyaz Lalani
Pala@gagnierfc.com

Further Information Concerning the Nominees

Pala’s nominees are Brett Richards and James Scarlett. The table below sets out, in respect of each nominee, his name, age, province or state and country of residence, his principal occupation, business or employment within the five preceding years, and the number of shares beneficially owned, or controlled or directed, directly or indirectly, by him. Pala’s nominees will hold office alongside the remaining incumbent directors until the close of the next annual meeting of Shareholders following their election or until their successors are duly elected or appointed, unless his office is earlier vacated.

Name, Age, Province or State and Country of Residence	Present Principal Occupation, Business or Employment and Principal Occupation, Business or Employment During the Preceding Five Years1	Ownership of Securities of the Company23
Brett Richards Bahamas Age 61	Chief Executive Officer of Pasofino Gold Ltd from 2024 to present, Chief Executive Officer of Gold X2 Mining Inc. (formerly, Goldshore Resources) from 2021 to 2024, and Chief Executive Officer of Banro Corporation from 2018 to 2021.	None
James Scarlett Ontario, Canada Age 72	Chairman of Scarlett Advisory Corporation from 2019 to present. Corporate director from 2019 to present (serving on the boards of Chartwell Retirement Residences from 2019 to present, Nouveau Monde Graphite Inc. from 2020 to 2025 and Aimia Inc. from 2024 to 2025).	None

Other Boards of Reporting Issuers

As at the date hereof, (i) Mr. Richards is a director of each of Gold X2 Mining Inc. (formerly, Goldshore Resources Inc.) (TSXV: AUXX), Midnight Sun Mining Corp. (TSXV: MMA), Pasofino Gold Ltd. (TSXV:VEIN) and Nickel 28 Capital Corp (TSXV:NKL); and (ii) Mr. Scarlett is a director of Chartwell Retirement Residences (TSX: CSH.UN). Other than as set forth in the immediately preceding sentence, neither of Mr. Richards or Mr. Scarlett are currently a director or trustee of any other reporting issuer.

Other Information Concerning the Director Nominees

Based on information provided by each respective nominee, each of the nominees is independent of the Company.

Based on information provided by each respective nominee, none of the nominees: (a) is, at the date of this release, or has been within the previous 10 years, a director, chief executive officer or chief financial officer of any company that (i) was subject to a cease trade order or an order similar to a cease trade order or an order that denied the relevant company access to any exemption under securities legislation, in each case, that was in effect for a period of more than 30 consecutive days (an “order”) that was issued while such nominee was acting in the capacity as director, chief executive officer or chief financial officer; or (ii) was subject to an order that was issued after such nominee ceased to be a director, chief executive officer or chief financial officer and which resulted from an event that occurred while such nominee was acting in the capacity as director, chief executive officer or chief financial officer; (b) is, as at the date of this release, or has been within the previous 10 years, a director or executive officer of any company that, while such nominee was acting in that capacity, or within a year of the nominee ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets; or (c) has, within the previous 10 years, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of such nominee.

Based on information provided by each respective nominee, none of the nominees has been subject to: (a) any penalties or sanctions imposed by a court relating to securities legislation or by a securities regulatory authority or has entered into a settlement agreement with a securities regulatory authority; or (b) any other penalties or sanctions imposed by a court or regulatory body that would likely be considered important to a reasonable securityholder in deciding whether to vote for a nominee.

Based on information provided by each respective nominee, none of the nominees or their respective associates or affiliates, has: (a) any material interest, direct or indirect, in any transaction since the commencement of the Company’s most recently completed financial year or in any proposed transaction which has materially affected or would materially affect the Company or any of its subsidiaries; or (b) any material interest, direct or indirect, by way of beneficial ownership of securities or otherwise, in any matter proposed to be acted on at the Special Meeting, other than the election of directors of the Company and re-constitution of the Board.

None of Pala, the directors and officers of Pala, or, to their knowledge, any of their respective associates or affiliates, has: (a) any material interest, direct or indirect, in any transaction since the commencement of the Company’s most recently completed financial year or in any proposed transaction which has materially affected or would materially affect the Company or any of its subsidiaries, other than in respect of the transactions that closed on April 21, 2025 and April 22, 2025, respectively, by way of Pala’s interest in the Senior Secured Notes (as defined below), which transactions were undertaken by the Company to (i) extend the maturities of the Company’s notes obligations, reduce outstanding indebtedness and annual interest expense, and strengthen the Company’s capital structure pursuant to which, among other things, the Company’s previously outstanding 8.50% senior second lien secured notes due 2026 (the “Senior Secured Notes”) in a principal amount of approximately $221 million, and its previously outstanding 10.75% unsecured PIK option notes due 2029 in a principal amount of approximately $70 million were collectively exchanged for approximately $266 million in aggregate principal amount of amended 9.25% senior second lien secured notes due 2031 (the “Amended Senior Secured Notes”) pursuant to a plan of arrangement under the Act (the “CBCA Plan”); and (ii) to facilitate the exchange by certain holders of Amended Senior Secured Notes of approximately $17 million of their Amended Senior Secured Notes received pursuant to the CBCA Plan for an aggregate of 99 million shares of the Company; or (b) any material interest, direct or indirect, by way of beneficial ownership of securities or otherwise, in any matter proposed to be acted on at the Special Meeting, other than the election of directors of the Company and re-constitution of the Board.

None of Pala’s nominees have any compensation arrangement with Pala or its associates or affiliates in connection with their nomination and services should they be elected or appointed as directors on the Board. There is no contract, arrangement or understanding between any of Pala’s nominees and any other person or company pursuant to which such nominee is to be elected, other than customary confidentiality and indemnification agreements between Pala and Messrs. Richards and Scarlett with Pala (collectively, the “Confidentiality and Indemnification Agreements”), which contain, among other things, (a) customary confidentiality related provisions and related obligations to comply with applicable securities laws; and (b) customary indemnification related provisions, which provide that Pala will, subject to certain exceptions, indemnify and hold each nominee harmless from and against losses, liabilities, damages, demands, claims, suits, actions, judgments, causes of action or assessments, and reasonable costs and expenses, including, without limitation, interest, penalties, reasonable fees of legal counsel, and any and all reasonable out-of-pocket costs and expenses incurred in investigating, preparing for or defending against any litigation, commenced or threatened, any civil, criminal, administrative or arbitration action brought by any third party in connection with any proxy solicitation in support of the nominee’s election as a director of the Company at the Special Meeting or related matters.

Each of Pala’s nominees has consented to being named as a nominee herein, to being nominated by Pala as a director for election at the Special Meeting, to being named as a nominee in any proxy circular in connection with the Special Meeting and to serve as a director of the Company, if elected

Additional Information

The information contained in this press release does not and is not meant to constitute a solicitation of a proxy within the meaning of applicable corporate and securities laws.

Although Pala has requisitioned the Special Meeting, there is currently no record or meeting date and shareholders are not being asked at this time to execute a proxy in favour of Pala’s nominees or any other resolutions that may be set forth in the requisition. Notwithstanding the foregoing, Pala is voluntarily providing the disclosure required under section 9.2(4) and 9.2(6) of National Instrument 51-102 Continuous Disclosure Obligations and section 150(1.2) of the Canada Business Corporations Act applicable to public broadcast solicitations.

This press release and any solicitation made by Pala in advance of Special Meeting is, or will be, as applicable, made by Pala and not by or on behalf of the management of Sherritt. In connection with Special Meeting, Pala intends to file an information circular in due course in compliance with applicable corporate and securities laws.

As noted above, Pala is not soliciting proxies in connection with the Meeting at this time, and shareholders are not being asked at this time to execute proxies in favour of Pala’s nominees (in respect of Special Meeting) or any other resolution that may be set forth in the requisition. Proxies may be solicited by Pala pursuant to an information circular sent to shareholders after which solicitations may be made by or on behalf of Pala, by mail, telephone, fax, email or other electronic means as well as by newspaper or other media advertising, and in person by directors, officers and employees of Pala, who will not be specifically remunerated therefor. Pala may also solicit proxies in reliance upon the public broadcast exemption to the solicitation requirements under applicable corporate and securities laws, conveyed by way of public broadcast, including through press releases, speeches or publications, and by any other manner permitted under applicable Canadian laws. Pala may engage the services of one or more agents and authorize other persons to assist in soliciting proxies on behalf of Pala.

All costs incurred for any solicitation will be borne by Pala, provided that, subject to applicable law, Pala may seek reimbursement from Sherritt for its out-of-pocket expenses, including proxy solicitation expenses and legal fees, incurred in connection with the election of its nominees to the Board.

Pala has retained Carson Proxy Advisors Ltd. (“Carson”) as its strategic advisor and to assist Pala in soliciting shareholders should Pala commence a formal solicitation of proxies. Carson’s fees in connection with the solicitation of proxies are currently estimated at not more than $250,000, plus disbursements and subject to Carson’s entitlement to a potential success fee based upon the results of such engagement and the appointment or election of Pala’s nominees to the Board. Carson’s responsibilities will principally include advising Pala on governance best practices, where applicable, liaising with proxy advisory firms, developing and implementing shareholder communication and engagement strategies, and advising with respect to meeting and proxy protocol.

Pala is not requesting that shareholders submit a proxy at this time. Once Pala has commenced a formal solicitation of proxies in connection with Special Meeting, a registered shareholder of Sherritt that gives a proxy may revoke it: (a) by completing and signing a valid proxy bearing a later date than the proxy being revoked and returning the newly completed and signed proxy in accordance with the instructions contained in the form of proxy; (b) by depositing an instrument or act in writing executed or, in Quebec, signed by the shareholder or by the shareholder’s personal representative authorized in writing, as the case may be: (i) at the registered office of Sherritt at any time up to and including the last business day preceding the day of Special Meeting, or an adjournment thereof, at which the proxy is to be used, or (ii) with the chairman of Special Meeting on the day of Special Meeting; or an adjournment thereof; or (c) in any other manner permitted by law. A non-registered holder of common shares of Sherritt will be entitled to revoke a form of proxy or voting instruction form given to an intermediary at any time by written notice to the intermediary in accordance with the instructions given to the non-registered holder by its intermediary.

To the knowledge of Pala, solely based on public disclosure, no person beneficially owns or exercises control or direction over securities carrying more than 10% of the voting rights attached to any class of outstanding voting securities of the Company entitled to be voted at the Special Meeting other than, according to the public record, Kyma Capital Limited, who owns or exercises control over 67,000,000 common shares (13.5%).

Sherritt’s registered office address is 22 Adelaide Street West, Suite 3200, Toronto, ON, Canada, M5H 4E3. A copy of this press release may be obtained on Sherritt’s SEDAR+ profile at www.sedarplus.ca.

Disclaimer

The information contained or referenced herein is for information purposes only in order to provide the views of Pala and the matters which Pala believes to be of concern to shareholders described herein. The information is not tailored to specific investment objections, the financial situations, suitability, or particular need of any specific person(s) who may receive the information, and should not be taken as advice in considering the merits of any investment decision. The views expressed herein represent the views and opinions of Pala, whose opinions may change at any time and which are based on analyses of Pala and its respective advisors.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking information within the meaning of applicable securities laws. In general, forward-looking information refers to disclosure about future conditions, courses of action, and events. Forward-looking information in this press release may include, but is not limited to, statements of Pala regarding (i) the Special Meeting, including the requisition by Pala thereof, (ii) how Pala intends to vote on the resolutions to be proposed by the requisition, (iii) the proposed replacement of directors, (iv) the nominees for election or appointment as directors of Sherritt, (v) Pala’s intention to file an information circular in respect of the Special Meeting and the timing thereof, and (vi) matters relating to Sherritt, including its business, operations and financial condition, including future performance and matters relating to Sherritt’s share price. All statements contained in this press release that are not clearly historical in nature or that necessarily depend on future events are forward‐looking, and the use of any of the words “anticipates”, “believes”, “expects”, “intends”, “plans”, “will”, “would”, and similar expressions are intended to identify forward-looking statements. These statements are based on current expectations of Pala and currently available information. Forward-looking statements are not guarantees of future performance, involve certain risks and uncertainties that are difficult to predict, and are based upon assumptions as to future events that may not prove to be accurate. Pala undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable securities legislation.

¹ None of the nominees has held or currently holds any position with the Company or its subsidiaries. Each of the nominees is independent of the Company for the purposes of applicable Canadian securities laws and the rules of the Toronto Stock Exchange. None of the nominees is receiving any compensation or other financial benefit from Pala or any of Pala’s advisors, either directly or indirectly, related to the Special Meeting or in connection with serving as a nominee or director of the Company.
² Includes direct or indirect beneficial ownership in, or control or direction over, any class or series of securities of the Company and/or its subsidiaries. The information concerning the securities beneficially owned, directly or indirectly, or over which control or direction is exercised, not being within the knowledge of Pala, has been furnished by the respective nominees.
³ None of the nominees is or has been indebted to the Company or any of its subsidiaries, or has or had since the beginning of the Company’s most recently completed financial year any indebtedness to another entity that is or was the subject of a guarantee, support agreement, letter of credit or other similar arrangement or understanding provided by the Company or any of its subsidiaries.

A graph accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/3ddf4117-5aa9-4728-b8e3-77f8dbc025ce

 

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