Hudbay Minerals Inc. (“Hudbay”) (TSX, NYSE: HBM) is pleased to
announce that it has closed its previously announced court-approved
plan of arrangement with Copper Mountain Mining Corporation
(“Copper Mountain”), pursuant to which Hudbay has acquired all of
the issued and outstanding common shares of Copper Mountain
effective as of today’s date (the “Transaction”). Copper Mountain
is now a wholly-owned subsidiary of Hudbay and, in accordance with
the terms of the Transaction, former Copper Mountain shareholders
received 0.381 of a Hudbay share for each Copper Mountain share
previously held.
The Transaction creates a premier
Americas-focused copper mining company that is well-positioned to
deliver sustainable cash flows from an operating portfolio of three
long-life mines, as well as compelling organic growth from a
world-class pipeline of copper expansion and development projects.
All assets in the combined portfolio are located in the tier-one
mining-friendly jurisdictions of Canada, Peru and the United
States. The combined company represents the third largest copper
producer in Canada based on 2023 estimated copper productioni.
Peter Kukielski, Hudbay’s President and Chief
Executive Officer, commented, “We look forward to the formal
integration of Copper Mountain into our complementary portfolio of
operating assets. By applying our technical expertise, we expect to
unlock significant annual operating efficiencies and synergies at
the mine to drive further value for shareholders. This transaction
creates a larger, more resilient operating platform that enhances
our copper exposure, accelerates our deleveraging efforts, and
positions us to more efficiently allocate capital to prudently
advance our enviable organic growth pipeline.”
Leadership Additions
In connection with the closing of the
Transaction, Hudbay has appointed Jeane Hull and Paula Rogers to
its board of directors.
Jeane Hull has over 35 years of operational
leadership and engineering experience, most notably holding the
positions of Executive Vice President and Chief Technical Officer
of Peabody Energy Corporation and Chief Operating Officer for
Kennecott Utah Copper Mine, a subsidiary of Rio Tinto plc.
Paula Rogers has over 25 years of experience
working for Canadian-based international public companies in the
areas of corporate governance, treasury, mergers and acquisitions,
financial reporting and tax. Ms. Rogers has been an officer of
several public companies including Vice-President, Treasurer of
Goldcorp Inc. and Treasurer of Wheaton River Minerals Ltd.
The experience, skills and perspectives of each
of the new directors will complement the composition of Hudbay’s
board and provide strengthened stewardship for the combined
company.
Hudbay has also further bolstered the strength
of its management team with the addition of Letitia Wong who will
lead integration and Richard Klue as Vice President, Engineering
Studies, in addition to benefiting from other members of the Copper
Mountain team that are continuing with the combined company. As
previously planned, Gil Clausen, Copper Mountain’s President and
Chief Executive Officer, has retired and will transition to an
advisory role for the combined company for the next year.
Strengthened Position as a Result of the
Transaction
The combination of Hudbay and Copper Mountain is
on-strategy with strong industrial logic that is expected to
deliver compelling benefits, as highlighted below:
- Scale – a
larger-scale platform with three long-life operating mines with
exploration and expansion upside, three large-scale development
projects and one of the largest mineral resource bases among
intermediate copper producers;
- Diversification –
a geographically balanced portfolio in tier-one mining
jurisdictions with approximately 55% of net asset value (“NAV”)ii
estimated to be from North American assets and 45% of NAV estimated
to be from South American assets;
- Copper-Focused – a
copper-focused portfolio with expected 2023 copper production of
more than 150,000 tonnes in the second quartile position on the
copper cost curveiii, complemented by meaningful gold
production;
- Efficiencies – an
estimated US$30 millioniv per year of operating efficiencies and
corporate synergies, including approximately US$20 million per year
from operating cost reductions through the application of Hudbay’s
operating efficiency practices to the Copper Mountain mine;
- Deleveraging –
well-positioned for accelerated deleveraging in the near-term from
increased diversification of cash flows and enhanced exposure to
rising copper prices;
- Capital Allocation
– an ability to maximize value from a larger organic
growth pipeline by more efficiently allocating capital to projects
that yield the highest risk-adjusted returns; the combined
company’s greater cash flow generation and strong balance sheet
will enhance the ability to advance brownfield expansion
opportunities and prudently develop Hudbay’s Copper World project
in Arizona, which is expected to deliver meaningful growth to the
combined company; and
- Valuation Re-rating
Potential – the strategic and financial benefits from the
Transaction is expected to position the combined company for a
valuation re-rating.
Forward-Looking Information
This release contains certain “forward looking
statements” and certain “forward-looking information” as defined
under applicable Canadian and U.S. securities laws. Forward-looking
statements and information can generally be identified by the use
of forward-looking terminology such as “may”, “will”, “should”,
“expect”, “intend”, “estimate”, “anticipate”, “believe”,
“continue”, “plans” or similar terminology. The forward-looking
information contained herein is provided for the purpose of
assisting readers in understanding management’s current
expectations and plans relating to the future. Readers are
cautioned that such information may not be appropriate for other
purposes.
Forward-looking statements relate to future
events or future performance and reflect Hudbay’s expectations or
beliefs regarding future events. Forward-looking statements
include, but are not limited to, statements with respect to the
strengths, characteristics and potential of the Transaction; the
impact of the Transaction on shareholders of Hudbay and other
stakeholders and other anticipated benefits of the Transaction. By
their very nature, forward-looking statements involve known and
unknown risks, uncertainties and other factors that may cause our
actual results, performance or achievements to be materially
different from any future results, performance or achievements
expressed or implied by the forward-looking statements.
Forward-looking information is based on
management of the parties’ reasonable assumptions, estimates,
expectations, analyses and opinions, which are based on such
management’s experience and perception of trends, current
conditions and expected developments, and other factors that
management believes are relevant and reasonable in the
circumstances, but which may prove to be incorrect. Such factors,
among other things, include: business integration risks;
fluctuations in general macroeconomic conditions; fluctuations in
securities markets; fluctuations in spot and forward prices of
copper or certain other commodities; change in national and local
governments, legislation, taxation, controls, regulations and
political or economic developments; risks and hazards associated
with the business of mineral exploration, development and mining
(including environmental hazards, industrial accidents, unusual or
unexpected formations pressures, cave-ins and flooding);
discrepancies between actual and estimated metallurgical
recoveries; inability to obtain adequate insurance to cover risks
and hazards; the presence of laws and regulations that may impose
restrictions on mining; employee relations; relationships with and
claims by local communities and Indigenous populations;
availability of increasing costs associated with mining inputs and
labour; the speculative nature of mineral exploration and
development (including the risks of obtaining necessary licenses,
permits and approvals from government authorities); and title to
properties.
Hudbay undertakes no obligation to update
forward-looking information except as required by applicable law.
Such forward-looking information represents management’s best
judgment based on the information currently available. No
forward-looking statement can be guaranteed and actual future
results may vary materially. Accordingly, readers are advised not
to place undue reliance on forward-looking statements or
information.
About Hudbay
Hudbay (TSX, NYSE: HBM) is a copper-focused
mining company with three long-life operations and a world-class
pipeline of copper growth projects in tier-one mining-friendly
jurisdictions of Canada, Peru and the United States.
Hudbay’s operating portfolio includes the
Constancia mine in Cusco (Peru), the Snow Lake operations in
Manitoba (Canada) and the Copper Mountain mine in British Columbia
(Canada). Copper is the primary metal produced by the company,
which is complemented by meaningful gold production. Hudbay’s
growth pipeline includes the Copper World project in Arizona, the
Mason project in Nevada (United States), the Llaguen project in La
Libertad (Peru) and several expansion and exploration opportunities
near its existing operations.
The value Hudbay creates and the impact it has
is embodied in its purpose statement: “We care about our people,
our communities and our planet. Hudbay provides the metals the
world needs. We work sustainably, transform lives and create better
futures for communities.” Hudbay’s mission is to create sustainable
value and strong returns by leveraging its core strengths in
community relations, focused exploration, mine development and
efficient operations. Further information about Hudbay can be found
on www.hudbay.com.
For further information, please
contact:
Candace BrûléVice President, Investor
Relations(416) 814-4387candace.brule@hudbay.com
____________________________________i Sourced from company
filings and Wood Mackenzie research. ii NAV is based on analyst
consensus estimates. iii Based on Wood Mackenzie’s 2023 by-product
C1 copper cost curve (Q4 2022 dataset).iv Pre-tax annual synergies
achieved over the course of 3 years.
Hudbay Minerals (TSX:HBM)
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