Author: Business Wire

Dream Unlimited Corp. Announces Closing of Arapahoe Basin Sale and Special Dividend

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This press release contains forward-looking information that is based upon assumptions and is subject to risks and uncertainties as indicated in the cautionary note contained within this press release.

TORONTO — DREAM UNLIMITED CORP. (TSX:DRM) (“Dream” or the “Company”) today announced the closing of its previously-announced sale of Arapahoe Basin (“Arapahoe Basin” or the “Resort”), our ski area in Colorado, to Alterra Mountain Company (“Alterra”). Based on today’s exchange rate and internal estimates of taxes payable, management believes this results in after-tax profit of approximately $115 million after closing costs and adjustments.

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“Arapahoe Basin has been a great investment for Dream and one that we are very proud of,” said Michael Cooper, Chief Responsible Officer of Dream. “We have had the honour of taking care of this Resort over the last quarter century, with a constant commitment to the visitor experience. We are thrilled that Alterra recognizes and shares the same values and will continue to foster its unique and incredible culture. The closing of this transaction greatly improves our financial flexibility and allows us to significantly reduce our debt load while rewarding our shareholders through a special dividend for making the choice to continue to hold our stock.”

Dream acquired Arapahoe Basin in 1997, at a time when the Resort only had 490 skiable acres. Over the last 27 years, together with the Arapahoe Basin management team, Dream expanded the ski area to 1,428 acres, replaced all of the lifts and most of the buildings and opened the two highest elevation restaurants in North America, Il Rifugio and Steilhang Hut.

The management team, including Alan Henceroth, Chief Operating Officer of Arapahoe Basin, will continue to lead the ski area into the future and maintain the values and brand that we are so proud to have been a part of. Alterra, a world class ski resort operator with a proven track record of investing in its resorts while maintaining their distinctive cultures, is in a strong position to continue to grow the customer experience, increase the Resort’s offerings, and build on the culture of the ski area.

The proceeds will be partially directed at repaying over $100 million of debt and maintaining financial flexibility, while a portion will be returned to shareholders through a special dividend of $1.00 per Class A Subordinate Voting Share and Class B Common Share, payable on December 31, 2024 to shareholders of record on December 13, 2024.

The dividends are designated as eligible dividends for the purposes of section 89 of the Income Tax Act (Canada).

About Dream Unlimited Corp.
Dream is a leading developer of exceptional office and residential assets in Toronto, owns stabilized income generating assets in both Canada and the U.S., and has an established and successful asset management business, inclusive of $26 billion of assets under management across four Toronto Stock Exchange listed trusts, our private asset management business and numerous partnerships. We also develop land, residential and income generating assets in Western Canada. Dream expects to generate more recurring income in the future as its urban development properties are completed and held for the long term. Dream has a proven track record for being innovative and for our ability to source, structure and execute on compelling investment opportunities. For more information, please visit our website at www.dream.ca.

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Forward-Looking Information

This press release may contain forward-looking information within the meaning of applicable securities legislation. Forward-looking information generally can be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “would”, “could”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “should”, “plans”, or “continue”, or similar expressions suggesting future outcomes or events. Some of the specific forward-looking information in this press release may include, among other things, the timing of special dividend, expected use of proceeds from the sale of the Resort, anticipated repayments of debt, anticipated distributions to shareholders, our future strategic plans for our other assets, expected future debt levels and liquidity, our ability to maximize shareholder value, and the future operations, offerings, management team, customer experience and culture of the Resort. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond Dream’s control, which could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. These assumptions include, but are not limited to: our ability to satisfy closing conditions, including regulatory approvals; that inflation will remain in line with expectations; that general economic and business conditions remain in line with expectations, including unemployment levels and interest rates, positive net migration, oil and gas commodity prices; our business strategy, including geographic focus; anticipated sales volumes; and the performance of our underlying business segments. Risks and uncertainties include, but are not limited to, general and local economic and business conditions; inflation or stagflation; the risk of global medical pandemic, including resulting government measures; employment levels; risks associated with unexpected or ongoing geopolitical events, including disputes between nations, terrorism or other acts of violence, international sanctions and the disruption of movement of goods and services across jurisdictions; regulatory risks; mortgage and interest rates and regulations; environmental risks; consumer confidence; seasonality; adverse weather conditions; construction material shortages; adverse changes to purchasers financial conditions; reliance on key clients and personnel and competition. All forward-looking information in this press release speaks as of November 19, 2024. Dream does not undertake to update any such forward-looking information whether as a result of new information, future events or otherwise, except as required by law. Additional information about these assumptions and risks and uncertainties is disclosed in filings with securities regulators filed on SEDAR+ ( www.sedarplus.com).

View source version on businesswire.com: https://www.businesswire.com/news/home/20241118100958/en/

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Contacts

For further information, please contact:

Dream Unlimited Corp.

Meaghan Peloso
Chief Financial Officer
(416) 365-6322
mpeloso@dream.ca

Kim Lefever
Director, Investor Relations
(416) 365-6339
klefever@dream.ca

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Featured Local Savings

Mineros Reports Third Quarter 2024 Financial and Operating Results

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MEDELLIN, Colombia — Mineros S.A. (TSX:MSA, MINEROS:CB) (“Mineros” or the “Company”) today reported its financial and operating results for the three and nine months ended September 30, 2024. All dollar amounts – other than per share amounts – are expressed in thousands of US dollars unless otherwise stated. For further information, please see the Company’s unaudited condensed interim financial statements and management’s discussion and analysis posted on Mineros’ website https://mineros.com.co/en/investors/financial-reports and filed under its Mineros’ profile on www.sedarplus.com.

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Andrés Restrepo, President and Chief Executive Officer of Mineros, commented: “We are pleased with our results for the third quarter. From a financial perspective, high and rising gold prices provided us with a margin of just over $800 per ounce of gold sold which led to $28.5 million in net profit or $0.10 per share from the production and sale of 53,612 ounces of gold at an average price $2,477. From an operational perspective our Hemco operation is running smoothly and our partnership with artisanal miners under the Bonanza model continues to deliver good results aligned with our vision of bringing benefit to all stakeholders. While our Nechí Alluvial operation was behind guidance for annual production, we have identified and are implementing efficient measures to improve production. We are proud of the work we do in the El Bagre area and continue our efforts to effect positive change in the lives of locals through participation in formalizing some informal miners working alongside us. Cash Cost and all-in sustaining costs remain at or above the higher end of guidance for our operations. Accordingly, we have refined both our cost guidance and production guidance for 2024.”

HIGHLIGHTS FOR THE THREE AND NINE SEPTEMBER 30, 2024

  • For the three months ended September 30, 2024:
    • Net profit of $28,507;
    • Earnings per share of $0.10;
    • Average realized price per ounce of gold sold1 of $2,477;
    • Cost of sales of $86,234;
    • Cash Cost per ounce of gold sold from continuing operations1 of $1,235;
    • All-in sustaining cost (“AISC”) per ounce of gold sold from continuing operations1 of $1,481;
    • Net cash flows generated by operating activities of $53,751;
    • Net free cash flow1 of $38,816; and
    • Dividends paid of $7,476.
  • For the nine months ended September 30, 2024:
    • Net profit of $63,357;
    • Earnings per share of $0.21;
    • Average realized price per ounce of gold sold of $2,293;
    • Cost of sales of $258,903;
    • Cash Cost per ounce of gold sold from continuing operations of $1,239;
    • AISC per ounce of gold sold from continuing operations of $1,475;
    • Net free cash flow of $30,101;
    • Dividends paid of $20,188; and
    • Return on capital employed1 (“ROCE”) of 37%.
  • Guidance for consolidated annual gold production has been revised from 209,000 oz – 229,000 oz to 203,000 oz – 218,000 oz, primarily as a result of lower than expected production at the Nechi Alluvial property. Guidance for consolidated annual Cash Cost per ounce of gold sold has been revised from $1,180 – $1,270 to $1,250 – $1,330, and consolidated AISC per ounce of gold sold has been revised from $1,430 – $1,530 to $1,480 – $1,570. Cost guidance revisions primarily result from lower than expected production at the Nechi Alluvial Property, higher than expected gold prices, which increases the cost of artisanal production at the Hemco Property, and differences between actual and expected inflation and exchange rates. For details, including revised production and cost guidance on a per-property basis, see “Outlook” in this news release.

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Dividends declared

On March 26, 2024, the General Shareholders Assembly approved the distribution of the Company’s profits by way of: (i) an annual ordinary dividend of $0.075 per share, payable quarterly, in four equal installments of $0.01875, and (ii) an extraordinary dividend of $0.025 per share, payable quarterly, in four equal installments of $0.00625, representing a total annual distribution of $0.10 per share, or approximately $29,974 in total for the year, calculated based on the number of shares issued and subscribed as at March 31, 2024. This represents a payout increase of 42.8% compared with last year’s dividend.

The future Canadian record dates and Canadian/Colombian payment dates for the ordinary and extraordinary dividends are set out in the table directly below:

Amount per share

Record Date

Payment Date

($)

(COP$)

Ordinary Dividend

January 9, 2025

January 16, 2025

0.01875

74.1

Extraordinary Dividend

January 9, 2025

January 16, 2025

0.00625

24.7

FINANCIAL AND OPERATING HIGHLIGHTS FOR THE THIRD QUARTER OF 2024

The following table summarizes quarterly financial highlights for the three and nine months ended September 30, 2024 and 2023.

Three Months
Ended

September 30,

Change

Nine Months
Ended

September 30,

Change

2024

2023

2024

2023

($)

($)2

($)

(%)

($)

($)2

($)

%

Revenue

140,876

101,371

39,505

39

388,408

316,863

71,545

23

Cost of sales

(86,234)

(75,658)

(10,576)

14

(258,903)

(219,225)

39,678

18

Gross Profit

54,642

25,713

28,929

113

129,505

97,638

31,867

33

Profit for the period from continuing operations

28,507

13,284

15,223

115

63,357

51,730

11,627

22

Loss for the period from discontinued operations

(45,791)

45,791

(100)

(56,281)

56,281

(100)

Net Profit for the period

28,507

(32,507)

61,014

188

63,357

(4,551)

67,908

1,492

Basic and diluted earnings per share from continuing operations ($/share)

0.10

0.04

0.05

115

0.21

0.17

0.04

22

Basic and diluted earnings per share from continuing and discontinued operations ($/share)

0.10

(0.11)

0.20

188

0.21

(0.02)

0.23

1,492

Average realized price per ounce of gold sold ($/oz) 1

2,477

1,923

554

29

2,293

1,925

368

19

Average realized price per ounce of gold sold from continuing operations ($/oz)1

2,477

1,921

555

29

2,293

1,922

371

19

Average realized price per ounce of gold sold from discontinued operations ($/oz) 1

1,928

(1,928)

(100)

1,938

(1,938)

(100)

Adjusted EBITDA1

62,903

33,379

29,524

88

153,204

118,782

34,422

29

Cash Cost per ounce of gold sold from continuing operations ($/oz) 1

1,235

1,180

55

5

1,239

1,085

154

14

AISC per ounce of gold sold from continuing operations ($/oz) 1

1,481

1,407

74

5

1,475

1,292

183

14

Net cash flows generated by operating activities

53,751

4,324

49,427

1,143

70,971

36,976

33,995

92

Net free cash flow1

38,816

911

37,905

4,161

30,101

12,441

17,660

142

ROCE1

37%

26%

11%

40%

37%

26%

11%

40 %

Net Debt 1

(28,409)

759

(29,168)

(3,843)

(28,409)

759

(29,168)

(3,843)

Dividends paid

7,476

5,241

2,235

43

20,188

15,291

4,897

32

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  1. Average realized price per ounce of gold sold, average realized price per ounce of gold sold from continuing operations, average realized price per ounce of gold sold from discontinued operations, Adjusted EBITDA, Cash Cost per ounce of gold sold from continuing operations, AISC per ounce of gold sold from continuing operations, net free cash flow and Net Debt are non-IFRS financial measures, and ROCE is a non-IFRS ratio, with no standardized meaning under IFRS, and therefore may not be comparable to similar measures presented by other issuers. For further information and detailed reconciliations to the most directly comparable IFRS measures, see Non-IFRS and Other Financial Measures in this news release.

Financial Highlights for the three months ended September 30, 2024

  • Revenue increased by 39%: Revenue totaled $140,876 during the third quarter of 2024, compared with $101,371 in the third quarter of 2023, with sales of gold of $132,788 at an average realized price per ounce of gold sold from continuing operations of $2,477, during the third quarter of 2024 compared with sales of gold of $96,450 at an average realized price per ounce of gold sold from continuing operations of $1,921 in the same period in 2023. The increase in revenue in the third quarter of 2024 is mainly explained by a 29% increase in average realized price per ounce of gold sold from continuing operations, a 7% increase in ounces of gold sold, and a 74% increase in sales of silver of $2,353;
  • Cost of sales increased by 14% to $86,234 during the third quarter of 2024, compared with $75,658 in the third quarter of 2023. This increase was primarily due to: (i) the higher price of gold increasing the costs to purchase ore from artisanal miners by $6,291; (ii) greater depreciation and amortization relating to our operations of $1,311; and (iii) higher operating expenses across the Company’s operations generally, driven by inflation which increased maintenance and materials cost of $372, and service and labour costs of $1,215 and $1,719 respectively;
  • Gross Profit from continuing operations increased by 113% to $54,642 in the third quarter of 2024, compared with $25,713 in the third quarter of 2023, mainly due to higher revenue as noted above;
  • Profit for the period from continuing operations up by 115%, to $28,507 or $0.10 per share during the third quarter of 2024 compared with $13,284 or $0.04 per share during the third quarter of 2023. The increase in profit is mainly explained by higher gold prices resulting in greater revenue and gross profit as explained above, partially offset by higher costs to purchase ore from artisanal miners. Profit for the period was also impacted by higher foreign exchange differences of $1,023;

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  • Adjusted EBITDA up 88%: Adjusted EBITDA was $62,903 during the third quarter of 2024 compared with $33,379 during the third quarter of 2023, mainly explained by the higher revenue;
  • Net cash flows generated by operating activities were up 1,143%, totaling $53,751 in the third quarter of 2024, compared with $4,324 in the third quarter of 2023, The Company’s net free cash flow was positive for the three months ended September 30, 2024 and totaled $38,816, up from $911 in the same period of 2023, due to the timing issues of the payment of income tax of $19,766 in Colombia, lower payments to suppliers for goods and services of $17,778, due to the sale of the Gualcamayo Property which resulted in lower payments to suppliers and employees, and social security agencies, among others;
  • Dividends Paid up 43%: Dividends paid during the third quarter of 2024 were $7,476, compared with $5,241 in the same period of 2023, explained by the extraordinary dividend approved at the ordinary meeting of the General Shareholders’ Assembly in March 2024;
  • Capital investments2 up 21%: During the third quarter of 2024 capital investments of $17,578 were made into existing mines, and exploration & growth projects, compared with $14,542 in the third quarter of 2023; the increase is explained by the construction of a new tailings impoundment facility at the Hemco Property; and
  • Cash Cost & AISC: Cash Cost per ounce of gold sold from continuing operations in the third quarter of 2024 was $1,235 and AISC per ounce of gold sold from continuing operations was $1,481, compared with Cash Cost per ounce of gold sold from continuing operations of $1,180 and AISC per ounce of gold sold from continuing operations of $1,407 for the third quarter of 2023. The 5% increase in Cash Cost per ounce of gold sold from continuing operations is mainly explained by the 14% increase in the cost of sales, due to higher gold prices, partially offset by the 7% increase in ounces of gold sold. The increase in AISC per ounce of gold sold from continuing operations is explained by the increase in the Cash Costs per ounce of gold sold from continuing operations, along with a 13% increase in sustaining capital expenditures.3

Financial Highlights for nine months ended September 30, 2024

  • Revenue increased by 23%: revenue totaled $388,408 during the nine months ended September 30, 2024, compared with $316,863 in the nine months ended September 30, 2023, with sales of gold of $364,726 at an average realized price per ounce of gold sold from continuing operations of $2,293 in the nine months ended September 30, 2024, compared with sales of gold of $303,117 at an average realized price per ounce of gold sold from continuing operations of $1,922 in the nine months ended September 30, 2023;

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  • Cost of sales increased by 18%, to $258,903 in the nine months ended September 30, 2024, compared with $219,225 in the nine months ended September 30, 2023; The increase in costs is primarily due to higher cost of purchasing artisanal material of $19,085 due to higher gold prices, higher labour costs of $5,537, higher services of $5,021 and higher taxes and royalties of $419;
  • Gross Profit from continuing operations increased by 33%, amounting to $129,505 in the nine months ended September 30, 2024, compared with $97,638 in the nine months ended September 30, 2023; mainly due to a 23% increase in revenue, due to higher gold prices, which was partially offset by a 18% increase in cost of sales as explained above;
  • Profit for the period from continuing operations was up by 22% to $63,357 or $0.21 per share during the nine months ended September 30, 2024 compared with $51,730 or $0.17 per share during the nine months ended September 30, 2023; the increase in profit is mainly explained by the increase in gross profit, partially offset by an increase in costs as mentioned earlier. Profit was negatively impacted by higher deferred taxes of $13,737 and higher current taxes of $7,436;
  • Adjusted EBITDA up 29%: Adjusted EBITDA was $153,204 during the nine months ended September 30, 2024 compared with $118,782 during the nine months ended September 30, 2023 due to a 23% increase in revenue, offset by a 18% increase in cost of sales and a 14% increase in administrative expenses;
  • Loss for the period from discontinued operations decreased by 100%, to $0 during the nine months ended September 30, 2024, compared with a loss of $56,281 during the nine months ended September 30, 2023, due to the sale of the Gualcamayo Property;
  • ROCE was 37% as at September 30, 2024 compared with ROCE of 26% as at September 30, 2023; the increase is mainly explained by 30% higher Adjusted EBITDA for the last 12 months, along with a 3% decrease in average capital employed, mainly explained by lower gold inventories after the sale of the Gualcamayo Property, fewer exploration and evaluation projects and lower value attributable to property, plant and equipment;
  • Net Debt was $(28,409) as at September 30, 2024, compared with $759 as at September 30, 2023; explained by 42% higher cash and cash equivalents, along with 17% lower loans and other borrowings;
  • Dividends Paid up 32%: Dividends paid were $20,188 during the nine months ended September 30, 2024, compared with $15,291 in the same period of 2023, explained by an extraordinary annual dividend approved at the ordinary meeting of the General Shareholders’ Assembly in March 2024;

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  • Net cash flows generated by operating activities were up 92% totaling $70,971 in the nine months ended September 30, 2024, compared with $36,976 in the same period of 2023. The Company’s net free cash flow was positive for the nine months ended September 30, 2024 and totaled $30,101, up from $12,441 in the same period of 2023, while the sale of the Gualcamayo Property resulted in lower receipts from the sale of goods, commissions and other revenue. In total, these decreases were more than offset by the reduction in payments to suppliers and employees, and social security agencies, among others, which totaled $30,835;
  • Capital investments up 19% to $48,603: During the nine months ended September 30, 2024 capital investments of $48,603 were made into existing mines, and exploration and growth projects, compared with $40,963 in the nine months ended September 30, 2023. The increase is explained by the construction of a new tailings impoundment facility at the Hemco Property; and
  • Cash Cost & AISC: Cash Cost per ounce of gold sold in the nine months ended September 30, 2024 was $1,239 and AISC per ounce of gold sold was $1,475, compared with Cash Cost per ounce of gold sold of $1,085 and AISC per ounce of gold sold of $1,292 for the same period in 2023. The 14% increase in Cash Cost per ounce of gold sold was mainly explained by 19% higher cost of sales, due to higher gold prices, the 11% devaluation of the US dollar against the Colombian peso and 1% more ounces of gold sold. The 14% increase in AISC per ounce of gold sold is explained by the increase in Cash Cost per ounce of gold sold and a 15% increase in sustaining capital expenditures.

Operational Highlights by Material Property

The following table sets forth the gold produced for the continuing and discontinued operations of the Company for the three and nine months periods ended September 30, with a discussion of the operational highlights for each of the three months ended September 30, 2024, following the table.

(All numbers in ounces unless otherwise noted)

Three Months Ended
September 30,

Change

Nine Months Ended
September 30,

Change

2024

2023

ounces

%

2024

2023

ounces

%

Nechí Alluvial Property (Colombia)

19,686

23,201

(3,515

)

(15

)

59,489

65,837

(6,348

)

(10

)

Hemco Property

10,008

5,514

4,494

82

25,547

23,252

2,295

10

Artisanal Mining

23,918

21,481

2,437

11

74,020

68,580

5,440

8

Nicaragua

33,926

26,995

6,931

26

99,567

91,832

7,735

8

Total Gold Produced from Continuing Operations

53,612

50,196

3,416

7

159,056

157,669

1,387

1

Gualcamayo Property (Argentina)

9,032

(9,032

)

(100

)

31,061

(31,061

)

(100

)

Total Gold Produced from Discontinued Operations

9,032

(9,032

)

(100

)

31,061

(31,061

)

(100

)

Total Gold Produced

53,612

59,228

(5,616

)

(9

)

159,056

188,730

(29,674

)

(16

)

Total Silver Produced

186,724

138,853

47,871

34

653,469

425,549

227,920

54

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Operational Highlights for the three months ended September 30, 2024

  • Gold production increased by 7%: Excluding the results of the discontinued operations at the Gualcamayo Property (disposed of in 2023), 53,612 ounces of gold were produced during the third quarter of 2024, compared with 50,196 ounces in the third quarter of 2023. The increase in production is mainly a result of 26% higher production at the Hemco Property offset by 15% lower production at the Nechí Alluvial Property.
  • Exploration and Evaluation Expenditures: for the three months ended September 30, 2024, the Company incurred $2,724 in exploration and evaluation (“E&E”) expenditures, a decrease of 0.2% compared with the third quarter of 2023. Regional exploration in the Hemco Property was at similar levels in both periods. The following table summarizes E&E expenditures for the current and comparative periods. The very modest increase in exploration expenses is mainly due to regional exploration in the Hemco Property.

The following table summarizes E&E expenditures for the current and comparative periods.

Three Months Ended
September 30,

Change

2024

2023

$

%

E&E expenditures capitalized 1, 2

$

975

$

1,803

(828

)

(46

)%

E&E expenditures expensed 3

1,749

927

822

89

%

Total

$

2,724

$

2,730

(6

)

%

  1. Capitalized E&E expenditures are reflected in E&E projects in the consolidated statements of financial position.
  2. Figures in the table reflect expenditures capitalized from continuing operations. E&E expenditures capitalized from discontinued operations are nil.
  3. Expensed E&E expenditures are reported in the consolidated statement of profit or loss for the respective period under “Exploration expenses”.

GROWTH AND EXPLORATION PROJECT UPDATES

Near Mine Exploration, Hemco Property Expansion

Near mine exploration is focused on the current mining operations, the Panama Mine and the Pioneer Mine. Mineralization is related to an epithermal gold system associated with multiple quartz veins.

A total of 12,536 metres of diamond drilling in 46 holes was completed in the third quarter of 2024, achieving approximately 72% of the 2024 drilling plan. The objective of this campaign is to increase the Mineral Resources and Mineral Reserves at the Panama Mine and the Pioneer Mine. A total of 4,236 metres were drilled at the Panama Mine and 8,300 metres at the Pioneer Mine.

The Company is back on schedule with its original drilling plan, having compensated for previous delays through an intensified drilling effort at the La Reforma Target, a newly discovered vein at the Pioneer mine.

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Mineros is moving forward with the preparation of an initial Mineral Resource for the La Reforma target, expected in the fourth quarter of 2024, with publication scheduled for 2025.

Porvenir Project, Nicaragua: The Porvenir Project is a pre-development-stage project located 10.5 km southwest of the existing Hemco Property facilities. Mineralization consists of a volcanic hosted gold-zinc-silver deposit with epithermal quartz veins of intermediate sulphidation.

Mineros updated the mineral resource model by incorporating all drilling data collected from the 2023 drilling campaign. The completed model is under review by SLR Consulting (Canada) Ltd., with ongoing updates to the geometallurgical assumptions.

The updates to the geometallurgical assumptions together with the analysis of the 2023 metallurgical testwork is underway, and the Company expects to receive the results in order to update the geometallurgical model in the fourth quarter of 2024.

In light of commodity market conditions management is proceeding logically and methodically to upgrade mineral resources and mineral reserves, and refine potential approaches to development described in the prefeasibility study completed on the Porvenir Project in 2023, with a view to maximizing the value of the asset and the projected returns. Accordingly, the Company has delayed preparation of the pre-feasibility study optimization to 2025.

Luna Roja Deposit, Nicaragua: The Luna Roja Deposit is a skarn gold system, located 24 km southeast from the existing Hemco facilities. The Company is focusing on expanding the current Mineral Resources and identifying new targets surrounding the main deposit.

The Company has finalized the model, which has been reviewed by SLR Consulting (Canada) Ltd. Metallurgical testing samples were sent to the Hemco lab following the planned sample selection. The testing results are anticipated in the fourth quarter of 2024.

Mineros remains on track with completing the technical work and analysis necessary for an updated Mineral Resource estimate for the Luna Roja Deposit by the end of 2024, with plans for publication in 2025.

The Company plans to conduct fieldwork focused on geophysical anomalies starting in the fourth quarter of 2024.

Guillermina Target, Nicaragua: The Guillermina target is an epithermal gold-zinc-silver deposit, located 4 km west of the Pioneer deposit.

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Delays in mobilizing contractors to site were resolved late in the second quarter. A total of 25 holes comprising 4,407 metres of diamond drilling was completed in the third quarter of 2024 which, together with the 2,091 metres drilled in the second quarter, completes the 2024 plan of 6,500 metres of drilling.

Mineros is progressing as scheduled to prepare an initial Mineral Resource estimate for the Guillermina target in the fourth quarter of 2024, expected to be published in 2025.

OUTLOOK

The following section of this news release represents forward-looking information, and readers are cautioned that actual results may vary. We refer readers to the risks and assumptions contained in “Forward-Looking Statements” below.

Gold production guidance

The following table presents the Company’s original and revised gold production guidance for 2024 and actual production for the nine months ended September 30, 2024. The production guidance includes production from the Company’s Nechí Alluvial and Hemco Properties and from artisanal mining.

Actual (oz)

Guidance (oz)

Nine months ended
September 30, 2024

2024

2024 revised

Colombia (Nechí Alluvial)

59,489

86,000 – 96,000

77,000 – 85,000

Nicaragua (Hemco)

25,547

33,000 – 35,000

33,000 – 35,000

Total Company Mines

85,036

119,000 – 131,000

110,000 – 120,000

Nicaragua (Artisanal)

74,020

90,000 – 98,000

93,000 – 98,000

Total gold production (ounces)

159,056

209,000 – 229,000

203,000 – 218,000

Our Nechí Alluvial Property is behind guidance for annual production, and likely will remain short of production guidance given modestly lower grades and fewer formalized dredges working alongside Company owned dredges. Notwithstanding our goal is to have formalized dredges working along side our own, this production has lower margins. Additionally, we experienced delays in receiving and commissioning a new dredge, delaying the timing for expanding our production capacity. Accordingly, we are revising our guidance lower for Nechí Alluvial. At our Hemco Property production is tracking within the guidance range provided for both the Pioneer Mine and Panama Mine. Accordingly, we are maintaining our guidance for the Hemco Property. Regarding our production from our artisanal mining partners we are narrowing our range of guidance as production is tracking towards the top end of guidance. Given this combination of operating results for the period ended September 30, 2024, the Company refines overall production guidance for 2024 while continuing to work at improving output at the Nechí Alluvial Property.

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Cost outlook

The following table outlines the Company’s Cash Cost per ounce of gold sold and AISC per ounce of gold sold for the nine months ended September 30, 2024, and original and revised cost guidance for 2024. The cost guidance includes the Company’s two Material Properties, with production from artisanal mining included in Nicaragua (Hemco).

Actual Cash Cost ($/oz)

Cash Cost Guidance ($/oz)

Actual AISC ($/oz)

AISC Guidance ($/oz)

Country (principal mine)

Nine months ended September 30, 2024

2024

2024 revised

Nine months ended September 30, 2024

2024

2024 revised

Colombia (Nechí Alluvial)

$1,262

$1,090 – $1,190

$1,250 – $1,350

$1,477

$1,280 – $1,390

$1,450 – $1,550

Nicaragua (Hemco)

$1,340

$1,240 – $1,320

$1,340 – $1,420

$1,512

$1,450 – $1,520

$1,500 – $1,580

Consolidated

$1,239

$1,180 – $1,270

$1,250 – $1,330

$1,475

$1,430 – $1,530

$1,480 – $1,570

Cash Cost per ounce of gold sold and AISC per ounce of gold sold outlooks were prepared assuming an average selling price of gold of $1,980/oz and inflation of 10% in Colombia and 6% in Nicaragua. Year-to-date the average realized price per ounce of gold sold has been $2,477, $497 per ounce higher than the average gold price assumed when preparing guidance. Cash Cost per ounce of gold sold has been trending at or above the high end of our annual guidance, largely due to: i) lower than anticipated production at the Nechí Alluvial Property, ii) the strength of the Colombian peso, iii) inflation, and iv) at our Hemco Property, the 25% higher average gold price has directly increased our costs by increasing the cost of material purchased from artisanal miners. Given our revised production guidance for the Nechí Alluvial Property, inflation expectations and the broad market view that gold prices may continue to rise, we have revised our guidance on cash cost per ounce of gold and AISC per ounce of gold sold at both our operations and on a consolidated basis.

CONFERENCE CALL AND WEBCAST DETAILS

The Company will host a conference call on Friday, November 15, 2024, at 10:00 am EST (10:00 AM Colombian Standard Time) to discuss the results. The conference call will be in Spanish with simultaneous translation in English.

A live webcast of the conference all will be available at:
https://app.webinar.net/39yeGDm18qo

The live webcast requires previous registration, and interested parties are advised to access the webcast approximately ten minutes prior to the start of the call. The webcast will be archived on the Company’s website at www.mineros.com.co for approximately 30 days following the call.

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ABOUT MINEROS S.A.

Mineros is a gold mining company headquartered in Medellin, Colombia. The Company has a diversified asset base, with relatively low cost mines in Colombia and Nicaragua and a pipeline of development and exploration projects throughout the region.

The board of directors and management of Mineros have extensive experience in mining, corporate development, finance and sustainability. Mineros has a long track record of maximizing shareholder value and delivering solid annual dividends. For almost 50 years Mineros has operated with a focus on safety and sustainability at all its operations.

Mineros’ common shares are listed on the Toronto Stock Exchange under the symbol “MSA”, and on the Colombia Stock Exchange under the symbol “MINEROS”.

QUALIFIED PERSON

The scientific and technical information contained in this news release has been reviewed and approved by Luis Fernando Ferreira de Oliveira, MAusIMM CP (Geo), Mineral Resources and Reserves Manager for Mineros S.A., who is a qualified person within the meaning of NI 43-101.

FORWARD-LOOKING STATEMENTS

This news release contains “forward looking information” within the meaning of applicable Canadian securities laws. Forward looking information includes statements that use forward looking terminology such as “may”, “could”, “would”, “will”, “should”, “intend”, “target”, “plan”, “expect”, “budget”, “estimate”, “forecast”, “schedule”, “anticipate”, “believe”, “continue”, “potential”, “view” or the negative or grammatical variation thereof or other variations thereof or comparable terminology. Such forward looking information includes, without limitation, statements with respect to the Company’s outlook for 2024; estimates for future mineral production and sales; the Company’s expectations, strategies and plans for the Material Properties; the Company’s planned exploration, development and production activities; statements regarding the projected exploration and development of the Company’s projects; adding or upgrading Mineral Resources and developing new mineral deposits; estimates of future capital and operating costs; the costs and timing of future exploration and development; estimates for future prices of gold and other minerals; expectations regarding the payment of dividends; and any other statement that may predict, forecast, indicate or imply future plans, intentions, levels of activity, results, performance or achievements.

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Forward looking information is based upon estimates and assumptions of management in light of management’s experience and perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances, as of the date of this news release including, without limitation, assumptions about: favourable equity and debt capital markets; the ability to raise any necessary additional capital on reasonable terms to advance the production, development and exploration of the Company’s properties and assets; future prices of gold and other metal prices; the timing and results of exploration and drilling programs, and technical and economic studies; the accuracy of any Mineral Reserve and Mineral Resource estimates; the geology of the Material Properties being as described in the applicable technical reports; production costs; the accuracy of budgeted exploration and development costs and expenditures; the price of other commodities such as fuel; future currency exchange rates and interest rates; operating conditions being favourable such that the Company is able to operate in a safe, efficient and effective manner; political and regulatory stability; the receipt of governmental, regulatory and third party approvals, licenses and permits on favourable terms; obtaining required renewals for existing approvals, licenses and permits on favourable terms; requirements under applicable laws; sustained labour stability; stability in financial and capital goods markets; inflation rates; availability of labour and equipment; positive relations with local groups, including artisanal mining cooperatives in Nicaragua, and the Company’s ability to meet its obligations under its agreements with such groups; and satisfying the terms and conditions of the Company’s current loan arrangements. While the Company considers these assumptions to be reasonable, the assumptions are inherently subject to significant business, social, economic, political, regulatory, competitive and other risks and uncertainties, contingencies and other factors that could cause actual actions, events, conditions, results, performance or achievements to be materially different from those projected in the forward looking information. Many assumptions are based on factors and events that are not within the control of the Company and there is no assurance they will prove to be correct.

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For further information of these and other risk factors, please see the ‘”Risk Factors” section of the Company’s annual information form dated March 25, 2024, available on SEDAR+ at www.sedarplus.com.

The Company cautions that the foregoing lists of important assumptions and factors are not exhaustive. Other events or circumstances could cause actual results to differ materially from those estimated or projected and expressed in, or implied by, the forward looking information contained herein. There can be no assurance that forward looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward looking information.

Forward looking information contained herein is made as of the date of this news release and the Company disclaims any obligation to update or revise any forward looking information, whether as a result of new information, future events or results or otherwise, except as and to the extent required by applicable securities laws.

NON-IFRS AND OTHER FINANCIAL MEASURES

The Company has included certain non-IFRS financial measures and non-IFRS ratios in this news release. Management believes that non-IFRS financial measures and non-IFRS ratios, when supplementing measures determined in accordance with IFRS, provide investors with an improved ability to evaluate the underlying performance of the Company. Non-IFRS financial measures and non-IFRS ratios do not have any standardized meaning prescribed under IFRS, and therefore may not be comparable to similar measures employed by other companies. This data is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. For a discussion of the use of non-IFRS financial measures and reconciliations thereof to the most directly comparable IFRS measures, see below.

EBIT, EBITDA and Adjusted EBITDA

The Company believes that, in addition to conventional measures prepared in accordance with IFRS, certain investors use earnings before interest and tax (“EBIT”), earnings before interest, tax, depreciation and amortization (“EBITDA”), and adjusted earnings before interest, tax, depreciation and amortization (“Adjusted EBITDA”), which excludes certain non-operating income and expenses, such as financial income or expenses, hedging operations, exploration expenses, impairment of assets, foreign currency exchange differences, and other expenses (principally, donations, corporate projects and taxes incurred). The Company believes that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results because it is consistent with the indicators management uses internally to measure the Company’s performance and is an indicator of the performance of the Company’s mining operations.

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The following table sets out the calculation of EBIT, EBITDA and Adjusted EBITDA to Net profit for the three and nine months ended September 30, 2024, and 2023:

Three Months Ended
September 30,

Nine Months Ended
September 30,

2024

2023

2024

2023

($)

($)

($)

($)

Net Profit For The Period

$

28,507

$

(32,507

)

$

63,357

$

(4,551

)

Less: Interest income

(294

)

(390

)

(1,078

)

(950

)

Add: Interest expense

2,012

1,222

6,043

3,561

Add: Current tax 1

15,231

6,982

37,525

30,089

Add/less: Deferred tax 1

1,623

(3,461

)

2,593

(11,144

)

EBIT

$

47,079

$

(28,154

)

$

108,440

$

17,005

Add: Depreciation and amortization

12,574

11,161

36,916

32,769

EBITDA

$

59,653

$

(16,993

)

$

145,356

$

49,774

Less: Other income

(294

)

(326

)

(2,392

)

(5,022

)

Add: Share of results investments in associates

26

79

Less: Finance income (excluding interest income)

(30

)

4

(83

)

(99

)

Add: Finance expense (excluding interest expense)

56

1,027

148

2,782

Add: Other expenses

1,893

2,076

5,971

5,901

Add: Exploration expenses

1,749

927

4,282

3,536

Less: Foreign exchange differences

(150

)

873

(157

)

5,629

Add: Loss for the period from discontinued operations 2

45,791

56,281

Adjusted EBITDA3

$

62,903

$

33,379

$

153,204

$

118,782

  1. For additional information regarding taxes, see Note 12 of our unaudited condensed interim consolidated financial statements, for the three and nine months ended September 30, 2024 and 2023
  2. Composition of Adjusted EBITDA was revised in the third quarter of 2023 to include loss for the year from discontinued operations.
  3. The reconciliation above does not include adjustments for (impairment) reversal of assets, because there would be a nil adjustment for the three and nine months ended September 30, 2024 and 2023.

Cash Cost

The objective of Cash Cost is to provide stakeholders with a key indicator that reflects as close as possible the direct cost of producing and selling an ounce of gold.

The Company reports Cash Cost per ounce of gold sold which is calculated by deducting revenue from silver sales, depreciation and amortization, environmental rehabilitation provisions and including cash used for retirement obligations and environmental and rehabilitation and sales of electric energy. This total is divided by the number of gold ounces sold. Cash Cost includes mining, milling, mine site security, royalties, and mine site administration costs, and excludes non-cash operating expenses. Cash Cost per ounce of gold sold is a non-IFRS financial measure used to monitor the performance of our gold mining operations and their ability to generate profit, and is consistent with the guidance methodology set out by the World Gold Council.

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The following table provides a reconciliation of Cash Cost per ounce of gold sold on a by-product basis to cost of sales for the three and nine months ended September 30, 2024, and 2023:

Three Months Ended
September 30,

Nine Months Ended
September 30,

2024

2023

2024

2023

Cost of sales

$

86,234

$

75,658

$

258,903

$

219,225

Less: Cost of sales of non-mining operations1

(407

)

(195

)

(827

)

(494

)

Less: Depreciation and amortization

(12,254

)

(10,943

)

(35,961

)

(31,780

)

Less: Sales of silver

(5,552

)

(3,199

)

(17,719

)

(9,715

)

Less: Sales of electric energy2

(2,163

)

(1,119

)

(5,311

)

(3,275

)

Less: Environmental rehabilitation provision2

(529

)

(973

)

(4,064

)

(2,942

)

Add: Use of environmental and rehabilitation liabilities2

434

811

Add: Use of Retirement obligations2

471

1,203

Cash Cost from continuing operations2

$

66,234

$

59,229

$

197,035

$

171,019

Gold sold (oz) from continuing operations

53,612

50,196

159,056

157,669

Cash Cost per ounce of gold sold from continuing operations ($/oz)

$

1,235

$

1,180

$

1,239

$

1,085

Cash Cost from discontinued operations

29,316

66,262

Gold sold (oz) from discontinued operations

9,947

31,737

Cash Cost per ounce of gold sold from discontinued operations ($/oz)

$

$

2,947

$

$

2,088

Cash Cost

$

66,234

$

88,545

$

197,035

$

237,281

Gold sold (oz)

53,612

60,143

159,056

189,406

Cash Cost per ounce of gold sold ($/oz)

$

1,235

$

1,472

$

1,239

$

1,253

  1. Refers to cost of sales incurred in the Company’s “Others” segment. See Note 7 of our unaudited condensed interim financial statements for the three and nine months ended September 30, 2024 and 2023. The majority of this amount relates to the cost of sales of latex.
  2. The composition of Cash Cost from continuing operations was revised in the fourth quarter of 2023 to adjust for asset retirement obligations and environmental rehabilitation provisions in connection with the sale of the Gualcamayo Property. It was further revised in the second quarter of 2024 to exclude sales of electric energy to better reflect the costs to produce an ounce of gold.

All-in Sustaining Costs

The objective of AISC is to provide stakeholders with a key indicator that reflects as close as possible the full cost of producing and selling an ounce of gold. AISC per ounce of gold sold is a non-IFRS ratio that is intended to provide investors with transparency regarding the total costs of producing one ounce of gold in the relevant period.

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The Company reports AISC per ounce of gold sold on a by-product basis. The methodology for calculating AISC per ounce of gold sold is set out below and is consistent with the guidance methodology set out by the World Gold Council. The World Gold Council definition of AISC seeks to extend the definition of total Cash Cost by deducting cost of sales of non-mining operations and adding administrative expenses, sustaining exploration, sustaining leases and leaseback and sustaining capital expenditures. Non-sustaining costs are primarily those related to new operations and major projects at existing operations that are expected to materially benefit the current operation. The determination of classification of sustaining versus non-sustaining requires judgment by management. AISC excludes current and deferred income tax payments, finance expenses and other expenses. Consequently, these measures are not representative of all the Company’s cash expenditures. In addition, the calculation of AISC does not include depreciation and amortization cost or expense as it does not reflect the impact of expenditures incurred in prior periods. Therefore, it is not indicative of the Company’s overall profitability. Other companies may quantify these measures differently because of different underlying principles and policies applied. Differences may also occur due to different definitions of sustaining versus non-sustaining.

The following table provides a reconciliation of AISC per ounce of gold sold to cost of sales for the three and nine months ended September 30, 2024, and 2023:

Three Months Ended
September 30,

Nine Months Ended
September 30,

2024

2023

2024

2023

Cost of sales

$

86,234

$

75,658

$

258,903

$

219,225

Less: Cost of sales of non-mining operations 1

(407

)

(195

)

(827

)

(494

)

Less: Depreciation and amortization

(12,254

)

(10,943

)

(35,961

)

(31,780

)

Less: Sales of silver

(5,552

)

(3,199

)

(17,719

)

(9,715

)

Less: Sales of electric energy

(2,163

)

(1,119

)

(5,311

)

(3,275

)

Less: Environmental rehabilitation provision2

(529

)

(973

)

(4,064

)

(2,942

)

Add: Use of environmental and rehabilitation liabilities2

434

811

Add: Use of Retirement obligations2

471

1,203

Add: Administrative expenses

4,313

3,495

13,217

11,625

Less: Depreciation and amortization of administrative expenses 2

(320

)

(218

)

(955

)

(989

)

Add: Sustaining leases and leaseback 3

2,544

2,241

7,383

5,925

Add: Sustaining exploration 4

42

256

160

548

Add: Sustaining capital expenditures 5

6,592

5,646

17,812

15,556

AISC from continuing operations

$

79,405

$

70,649

$

234,652

$

203,684

Gold sold (oz) from continued operations

53,612

50,196

159,056

157,669

AISC per ounce of gold sold from continuing operations ($/oz)

$

1,481

$

1,407

$

1,475

$

1,292

AISC from discontinued operations

31,153

76,911

Gold sold (oz) from discontinued operations

9,947

31,737

AISC per ounce of gold sold from discontinued operations ($/oz)

3,132

2,423

AISC

$

79,405

$

101,802

$

234,652

$

280,595

Gold sold (oz)

53,612

60,143

159,056

189,406

AISC per ounce of gold sold ($/oz)

$

1,481

$

1,693

$

1,475

$

1,481

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  1. Cost of sales of non-mining operations is the cost of sales excluding cost incurred by non-mining operations and the majority of this cost comprises cost of sales of latex.
  2. Depreciation and amortization of administrative expenses is included in the administrative expenses line on the unaudited condensed interim consolidated financial statements and is mainly related to depreciation for corporate office spaces and local administrative buildings at the Hemco Property.
  3. Represents most lease payments as reported in the unaudited condensed interim consolidated financial statements of cash flows and is made up of the principal of such cash payments, less non-sustaining lease payments. Lease payments for new development projects and capacity projects are classified as non-sustaining.
  4. Sustaining exploration: Exploration expenses and exploration and evaluation projects as reported in the unaudited condensed interim consolidated financial statements, less non-sustaining exploration. Exploration expenditures are classified as either sustaining or non-sustaining based on a determination of the type and location of the exploration expenditure. Exploration expenditures within the footprint of operating mines are considered costs required to sustain current operations and so are included in sustaining costs. Exploration expenditures focused on new ore bodies near existing mines (i.e. brownfield), new exploration projects (i.e. greenfield) or for other generative exploration activity not linked to existing mining operations are classified as non- sustaining.
  5. Sustaining capital expenditures: Represents the capital expenditures at existing operations including, periodic capitalized stripping and underground mine development costs, ongoing replacement of mine equipment and overhaul of existing equipment, and is calculated as total additions to property, plant and equipment (as reported on the consolidated statements of cash flows), less non-sustaining capital. Non-sustaining capital represents capital expenditures for major projects, including projects at existing operations that are expected to materially benefit the operation and provide a level of growth, as well as enhancement capital for significant infrastructure improvements at existing operations. Non-sustaining capital expenditures during the three and nine months ended September 30, 2024, are primarily related to major projects at the Hemco Property and the Nechí Alluvial Property. The sum of sustaining capital expenditures and non-sustaining capital expenditures is reported as the total of additions of property plant and equipment in the unaudited condensed interim financial statements

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Cash Cost and All-in Sustaining Costs by Operating Segment

The following tables provide a reconciliation of Cash Cost per ounce of gold sold and AISC per ounce of gold sold by operating segment14 to cost of sales, for the three and nine months ended September 30, 2024, and 2023:

Three months ended September 30, 2024

Nechi Alluvial

Hemco

Cost of sales

$

32,833

$

57,027

Less: Depreciation and amortization

(4,246

)

(7,968

)

Less: Sales of silver

(55

)

(5,497

)

Less: Sales of electric energy

(2,163

)

Less: Environmental rehabilitation provision

(529

)

Add: Use of environmental and rehabilitation liabilities2

434

Add: Use of Retirement obligations2

471

Cash Cost

$

26,274

$

44,033

AISC Adjustments

Less: Depreciation and amortization of administrative expenses

(4

)

(18

)

Add: Administrative expenses

703

847

Add: Sustaining leases and Leaseback

659

1,885

Add: Sustaining exploration

42

Add: Sustaining capital expenditure

3,131

3,461

AISC

$

30,805

$

50,208

Gold sold (oz)

19,686

33,926

Cash Cost per ounce of gold sold ($/oz)

$

1,335

$

1,298

AISC per ounce of gold sold ($/oz)

$

1,565

$

1,480

Three months ended September 30, 2023

Nechi Alluvial

Hemco

Gualcamayo (Discontinued operation)1

Cost of sales

$

29,686

$

49,361

$

32,535

Less: Depreciation and amortization

(3,651

)

(7,256

)

(3,147

)

Less: Sales of silver

(41

)

(3,158

)

(72

)

Less: Sales of electric energy

(1,119

)

Less: Environmental rehabilitation provision

(973

)

Cash Cost

$

23,902

$

38,947

$

29,316

AISC Adjustments

Less: Depreciation and amortization administrative expenses

(4

)

(11

)

Add: Administrative expenses

621

774

418

Add: Sustaining leases and Leaseback

551

1,690

1,419

Add: Sustaining exploration

256

Add: Sustaining capital expenditure

2,632

3,014

AISC

$

27,958

$

44,414

$

31,153

Gold sold (oz)

23,201

26,995

9,947

Cash Cost per ounce of gold sold ($/oz)

$

1,030

$

1,443

$

2,947

AISC per ounce of gold sold ($/oz)

$

1,205

$

1,645

$

3,132

  1. The Gualcamayo Property was sold as part of the disposition of MASA. Results in the table in the column titled Gualcamayo (Discontinued operation) reflect results from January 1, 2023 to September 21, 2023 and solely pertain to the discontinued operation.

Nine months ended September 30, 2024

Nechi Alluvial

Hemco

Cost of sales

$

96,532

$

172,891

Less: Depreciation and amortization

(12,762

)

(23,075

)

Less: Sales of silver

(151

)

(17,568

)

Less: Sales of electric energy

(5,311

)

Less: Environmental rehabilitation provision

(4,064

)

Add: Use of environmental and rehabilitation liabilities2

811

Add: Use of Retirement obligations2

1,203

Cash Cost

$

75,055

$

133,451

AISC Adjustments

Less: Depreciation and amortization of administrative expenses

(11

)

(32

)

Add: Administrative expenses

2,142

2,435

Add: Sustaining leases and Leaseback

2,060

5,323

Add: Sustaining exploration

160

Add: Sustaining capital expenditure

8,468

9,344

AISC

$

87,874

$

150,521

Gold sold (oz)

59,489

99,567

Cash Cost per ounce of gold sold ($/oz)

$

1,262

$

1,340

AISC per ounce of gold sold ($/oz)

$

1,477

$

1,512

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Nine months ended September 30, 2023

Nechi Alluvial

Hemco

Gualcamayo (Discontinued operation)1

Cost of sales

$

83,074

$

146,653

$

74,589

Less: Depreciation and amortization

(10,864

)

(20,842

)

(8,110

)

Less: Sales of silver

(135

)

(9,580

)

(217

)

Less: Sales of electric energy

(3,275

)

Less: Environmental rehabilitation provision

(2,942

)

Cash Cost

$

65,858

$

116,231

$

66,262

AISC Adjustments

Less: Depreciation and amortization of administrative expenses

(11

)

(36

)

Add: Administrative expenses

1,650

2,277

1,586

Add: Sustaining leases and Leaseback

1,457

4,468

4,556

Add: Sustaining exploration

504

44

Add: Sustaining capital expenditure

9,289

6,267

4,507

AISC

$

78,747

$

129,251

$

76,911

Gold sold (oz)

65,837

91,832

31,737

Cash Cost per ounce of gold sold ($/oz)

$

1,000

$

1,266

$

2,088

AISC costs per ounce of gold sold ($/oz)

$

1,196

$

1,407

$

2,423

  1. The Gualcamayo Property was sold as part of the disposition of MASA. Results in the table in the column titled Gualcamayo (Discontinued operation) reflect results from January 1, 2023 to September 21, 2023 and solely pertain to the discontinued operation.

Net Free Cash Flow

The Company uses the financial measure “net free cash flow”, which is a non-IFRS financial measure, to supplement information regarding cash flows generated by operating activities. The Company believes that in addition to IFRS financial measures, certain investors and analysts use this information to evaluate the Company’s performance with respect to its operating cash flow capacity to meet recurring outflows of cash.

Net free cash flow is calculated as cash flows generated by operating activities less non-discretionary sustaining capital expenditures and interest and dividends paid related to the relevant period. As the Gualcamayo Property was sold in September 2023, amounts related to the metrics shown in the following table have been calculated to reflect only the continuing operations of the Company.

The following table sets out the calculation of the Company’s net free cash flow to net cash flows generated by

operating activities for the three and nine months ended September 30, 2024, and 2023:

Three Months Ended
September 30,

Nine Months Ended
September 30,

2024

2023

2024

2023

Net cash flows generated by operating activities

$

53,751

$

4,324

$

70,971

$

36,976

Non-discretionary items:

Sustaining capital expenditures (excluding Gualcamayo)

(6,592

)

(5,646

)

(17,812

)

(15,556

)

Interest paid

(867

)

(2,707

)

(2,870

)

(6,451

)

Dividends paid

(7,476

)

(5,241

)

(20,188

)

(15,291

)

Net cash flows used in (generated from) discontinued operations 1

10,181

12,763

Net free cash flow

$

38,816

$

911

$

30,101

$

12,441

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  1. Composition of net free cash flow has been revised to exclude net cash flows used in (generated from) discontinued operations.

Return on Capital Employed (“ROCE”)

The Company uses ROCE as a measure of long-term operating performance to measure how effectively management utilizes the capital it is provided. This non-IFRS ratio is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. The calculation of ROCE, expressed as a percentage, is Adjusted EBIT (calculated in the manner set out in the table below) divided by the average of the opening and closing capital employed for the 12 months preceding the period end. Capital employed for a period is calculated as total assets at the beginning of that period less total current liabilities.

Nine Months Ended September 30, 2024

2024

2023

Adjusted EBITDA (last 12 months)

$

206,568

$

158,899

Less: Depreciation and amortization (last 12 months)

(49,246

)

(43,695

)

Adjusted EBIT (A)

$

157,322

$

115,204

Total assets at the beginning of the period

493,757

569,543

Less: Total current liabilities at the beginning of the period

(84,765

)

(134,581

)

Opening Capital Employed (B)

$

408,992

$

434,962

Total assets at the end of the period

563,093

576,771

Less: Current liabilities at the end of the period

(119,054

)

(134,581

)

Closing Capital employed (C)

$

444,039

$

442,190

Average Capital employed (D)= (B) + (C) /2

$

426,516

$

438,576

ROCE (A/D)

37

%

26

%

Net Debt

Net Debt is a non-IFRS financial measure that provides insight regarding the liquidity position of the Company. The calculation of net debt shown below is calculated as nominal undiscounted debt including leases, less cash and cash equivalents. The following sets out the calculation of Net Debt as at September 30, 2024 and 2023.

As at September 30,

2024

2023

Loans and other borrowings

$

28,718

$

33,692

Less: Cash and cash equivalents

(57,127

)

(32,933

)

Net Debt

$

(28,409

)

$

759

Average Realized Price

The Company uses “average realized price per ounce of gold sold” and “average realized price per ounce of silver sold”, which are non-IFRS financial measures. Average realized metal price represents the revenue from the sale of the underlying metal as per the statement of operations, adjusted to reflect the effect of trading at the holding company level (parent company) on the sales of gold purchased from subsidiaries. Average realized prices are calculated as the revenue related to gold and silver sales divided by the number of ounces of metal sold. The following table sets out the reconciliation of average realized metal prices to sales of gold and sales of silver for the three and nine months ended September 30, 2024 and 2023:

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Three Months Ended
September 30,

Nine Months Ended
September 30,

2024

2023

2024

2023

Sales of gold from continuing operations

$

132,788

$

96,450

$

364,726

$

303,117

Gold sold from continuing operations (oz)

53,612

50,196

159,056

157,669

Average realized price per ounce of gold sold from continuing operations ($/oz)

$

2,477

$

1,921

$

2,293

$

1,922

Sales of gold from discontinued operations

$

$

19,178

$

$

61,516

Gold sold from discontinued operations (oz)

9,947

31,737

Average realized price per ounce of gold sold from discontinued operations ($/oz)

$

$

1,928

$

$

1,938

Average realized price per ounce of gold sold ($/oz)

$

2,477

$

1,923

$

2,293

$

1,925

Sales of silver from continuing operations

$

5,552

$

3,199

$

17,719

$

9,787

Silver sold from continuing operations (oz)

186,724

135,776

653,469

416,329

Average realized price per ounce of silver sold from continuing operations ($/oz)

$

30

$

24

$

27

$

24

Sales of silver from discontinued operations

$

$

72

$

$

217

Silver sold from discontinued operations (oz)

3,077

9,220

Average realized price per ounce of silver sold from discontinued operations ($/oz)

$

$

23

$

$

24

Average realized price per ounce of silver sold ($/oz)

$

30

$

24

$

27

$

24

____________________
1 Average realized price per ounce of gold sold, Cash Cost per ounce of gold from continuing operations, AISC per ounce of gold sold from continuing operations, and net free cash flow are non-IFRS financial measures, and ROCE is a non-IFRS ratio, with no standardized meaning under IFRS, and therefore may not be comparable to similar measures presented by other issuers. For further information and detailed reconciliations to the most directly comparable IFRS measures, see “Non-IFRS and Other Financial Measures”.
2Capital investments refers to additions to exploration, property, plant and equipment, and intangibles (which includes asset retirement obligation amounts and leases) for the Nechí Alluvial Property, the Hemco Property, and the La Pepa Project segments. It excludes additions to property, plant and equipment, exploration or intangibles of Mineros and other segments. For additional information as additions to exploration, property, plant and equipment, and intangibles, see Note 7 of our unaudited condensed interim financial statements for the three months and nine months ended September 30, 2024.
3 For information regarding the composition of sustaining capital expenditures, see Non-IFRS and Other Financial Measures – All-In Sustaining Costs in this news release.
4 For additional information regarding segments (Material Properties), see Note 7 of our unaudited condensed interim financial statements for the three and nine months ended September 30, 2024, and 2023.

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Contacts

For further information, please contact:
Ann Wilkinson
Vice President, Investor Relations
+1 416-357-5511
relacion.inversionistas@mineros.com.co
Investor.relations@mineros.com.co

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Superior Receives TSX Approval for Normal Course Issuer Bid

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TORONTO — Superior Plus Corp. (“Superior“) (TSX:SPB) is pleased to announce that the Toronto Stock Exchange (“TSX“) has accepted Superior’s notice of intention to commence a normal course issuer bid (“NCIB“) through the facilities of the Toronto Stock Exchange (“TSX“) and/or other alternative trading platforms in Canada.

The NCIB will commence on November 12, 2024 and will terminate on the earlier of November 11, 2025, the date on which Superior has purchased the maximum number of its common shares (“Common Shares“) permitted under the NCIB or the date on which Superior terminates the NCIB in accordance with its terms.

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The NCIB allows Superior to repurchase shares in line with its recently announced shift from dividends to share repurchases. Superior believes that, from time to time, the Common Shares trade in price ranges that do not fully reflect their value. In such circumstances, Superior believes that acquiring its Common Shares represents an attractive and desirable use of funds.

Under the NCIB, Superior may, over a 12-month period commencing on November 12, 2024, purchase in the normal course through the facilities of the TSX and/or Canadian alternative trading platforms, if eligible, up to 24,117,330 Common Shares, such amount representing 10% of the public float (as defined by the TSX) of the Common Shares as at October 31, 2024. Purchases under the NCIB will be subject to certain pricing limits set by the board of directors of Superior from time to time. Furthermore, subject to certain exemptions for block purchases, the maximum number of Common Shares that Superior may acquire on any one trading day is 256,792 Common Shares, such amount representing 25% of the average daily trading volume of the Common Shares of 1,027,170 for the six calendar months prior to the start of the NCIB. All Common Shares purchased by Superior under the NCIB will be cancelled.

Superior’s previous NCIB, in respect of which Superior sought and received approval from the TSX, authorized the purchase of up to 12,427,942 Common Shares and expires on November 9, 2024. As of the date hereof, no Common Shares were purchased by Superior under the previous NCIB.

Superior has engaged a broker to administer the NCIB. Superior will also enter into an automatic purchase plan (“APP“) with its broker in relation to the NCIB to facilitate purchases of Common Shares under the NCIB at times when Superior normally would not be active in the market due to its own internal trading blackout periods, insider trading rules or otherwise. Pursuant to the APP, from time to time, when Superior is not in possession of material non-public information about itself or its securities, Superior may, but is not required to, direct its broker to make purchases of Common Shares under the NCIB during an ensuing trading blackout period. Such purchases will be based on trading parameters established by Superior prior to the trading blackout period in accordance with the rules of the TSX, applicable securities laws and the terms of the APP.

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About Superior Plus

Superior is a leading North American distributor of propane, compressed natural gas, renewable energy and related products and services, servicing approximately 770,000 customer locations in the U.S. and Canada. Through its primary businesses, propane distribution and CNG, RNG and hydrogen distribution, Superior safely delivers clean burning fuels to residential, commercial, utility, agricultural and industrial customers not connected to a pipeline. By displacing more carbon intensive fuels, Superior is a leader in the energy transition and helping customers lower operating costs and improve environmental performance.

Forward-Looking Information

This news release contains certain forward-looking information and statements based on Superior’s current expectations, estimates, projections and assumptions in light of its experience and perception of historical trends. In this news release, such forward-looking information and statements can be identified by terminology such as “may”, “will”, “expects”, and similar expressions.

In particular, this news release contains forward-looking statements and information relating to share repurchases under the NCIB, including potential repurchases to be made and the effects and benefits of the NCIB. These forward-looking statements are being made by Superior based on certain assumptions that Superior has made in respect thereof as at the date of this news release regarding, among other things: prevailing and future market prices for the Common Shares, prevailing and future commodity prices, margins, volumes and exchange rates; that Superior’s future results of operations will be consistent with past performance and management expectations in relation thereto; the continued availability of capital; future cash flow and debt levels; and that all required regulatory approvals will be obtained in a timely manner. These forward-looking statements are not guarantees of future performance and are subject to several known and unknown risks and uncertainties, including, but not limited to: general economic and market conditions in Canada, North America and elsewhere; market prices for the Common Shares being too high to realize the anticipated benefits of the NCIB; fluctuations in operating results; and certain other risks detailed from time to time in Superior’s public disclosure documents including, among other things, those detailed under the heading “Risk Factors” in Superior’s management’s discussion and analysis and annual information form for the year ended December 31, 2023, which can be found under Superior’s profile at www.sedarplus.ca.

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Accordingly, readers are cautioned that events or circumstances could cause results to differ materially from those predicted, forecasted or projected. Such forward-looking statements are expressly qualified by the above statements. Superior does not undertake any obligation to publicly update or revise any forward-looking statements or information contained herein, except as required by applicable laws.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241107083719/en/

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Contacts

Superior Plus Corp.
Website: www.superiorplus.com
E-mail: investor-relations@superiorplus.com
Toll-Free: 1-866-490-PLUS (7587)

Grier Colter, Chief Financial Officer
Tel: (416) 340-6015

Chris Lichtenheldt, Vice President, Investor Relations
Tel: (905) 285-4988

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Altius Reports Q3 2024 Attributable Royalty Revenue of $16.6M and Adjusted Earnings(1) of $2.6M

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All references in thousands of Canadian dollars, except per share amounts, unless otherwise indicated

ST. JOHN’S, Newfoundland — Altius Minerals Corporation (TSX: ALS; OTCQX: ATUSF) (“Altius” or the “Corporation”) reports third quarter 2024 revenue of $13.0 million compared to $15.2 million in Q3 2023. Attributable royalty revenue(1) of $16.6 million ($0.36 per share(1)) compares to $21.8 million in Q2 2024 and to $17.8 million ($0.38 per share) reported in Q3 2023.

Brian Dalton, CEO commented, “Revenue in the current quarter reflects lower potash prices and seasonal mine maintenance activities, lower dividends from Labrador Iron Ore Royalty Corp. (“LIORC”) on forest fire related disruptions and slightly weaker pricing, and the closure of the Genesee Mine. This was partially offset by higher base metal prices and continuing ramp up of the renewable royalty portfolio. The potash market has returned to its long-term demand growth trendline following a period of price shocks and affordability challenges for farmers. There is continued growth in the renewables segment as new royalty projects commission and incremental investments are completed. In base and battery metals, Chapada (copper) is expected to deliver a strong finish to the year, Voisey’s Bay (nickel, copper, cobalt) is approaching completion of its underground conversion, Grota do Cirillo (lithium) has commenced its stage 2 expansion project and Tres Quebradas (lithium) nears construction completion. Several other pre-production royalty projects are seeing positive progress that indicate strong portfolio value growth potential. These include the commencement of early construction works at Curipamba (copper-gold), continuing resource expansion at the Sauva discovery (copper), resource expansion and development study progress at Silicon (gold), permitting and partnering activity advancement at Kami (DR quality iron ore) and further exploration success at Voisey’s Bay”.

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Operating Royalty Portfolio Performance

Summary of attributable royalty revenue

Q3 2024

Q2 2024

Q3 2023

Base and battery metals

$

5,437

$

5,474

$

4,231

Potash

3,585

4,755

3,869

Renewable energy

3,449

2,100

2,648

Iron ore#

2,618

4,114

3,553

Thermal (electrical) coal

2,000

Interest and other

1,509

5,319

1,507

Attributable royalty revenue

$

16,598

$

21,762

$

17,808

(#) Labrador Iron Ore Royalty Corporation dividends

Quarterly Highlights

  • On September 12, 2024 the Corporation announced that ARR (58% owned by the Corporation) had entered into a definitive arrangement agreement with an affiliate of Northampton Capital Partners, LLC (“Northampton”) whereby Northampton will, subject to customary closing conditions, acquire all of the issued and outstanding common shares of ARR other than those indirectly owned by Altius by way of a statutory plan of arrangement for cash consideration of $12.00 per share representing total consideration of approximately $162 million. The Corporation holds 17,937,339 common shares in ARR as of September 30, 2024. After the close of the transaction, which is expected in late November, the Corporation will continue to hold 17,937,339 shares or approximately 57% of the total shares outstanding, along with 3,093,835 share purchase warrants in ARR.
  • On July 31, 2024 Adventus Mining Corporation (“Adventus”), owners of the El Domo Curipamba project, closed an all share transaction whereby Silvercorp Metals Inc. (“Silvercorp”) acquired the common shares of Adventus under a plan of arrangement. Under the terms of the arrangement, each former shareholder of Adventus, other than Silvercorp, received 0.1015 of one Silvercorp common share for each Adventus Share. Altius holds a 2% net smelter return (“NSR”) royalty on the project. On August 6, 2024 Silvercorp announced that Curipamba had received its final exploitation permit to enter construction and on August 21, 2024 announced the initiation of the construction process with a goal of first production in 2026. Average annual production in the first nine years (see Feasibility Study dated Dec 2021) is expected to be approximately 11,000 tonnes of copper and 26,000 ounces of gold, along with associated zinc, silver and lead.
  • AngloGold Ashanti plc (“AGA”) continues to advance the discovery of a potential major new gold district centered around its Silicon Project near Beatty, Nevada. AGA recently provided an update for the “Expanded Silicon Project”, which includes both the Silicon and Merlin gold deposits, that was highlighted by the announcement of an initial Inferred Mineral Resource of 9.05 million ounces at the Merlin deposit (283.9 Mt at 0.99 g/t). Altius holds a 1.5% NSR royalty related to the project. Recently reported results from an ongoing delineation drilling program at Merlin included intercepts of 144.5m grading 10.53 g/t gold and 190.4m grading 5.12 g/t gold, all within oxide material. The Corporation continues to await a decision from an arbitration proceeding held in April of this year to determine the full extent of lands that are subject to its royalty.

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  • Champion Iron Limited (“Champion”) commenced the environmental review and permitting process for the Kami project and expects this to run until early 2026. Efforts to secure a steel making partner for the project also continued to advance. High purity iron ore was added to the Canadian critical minerals list in June 2024 with this designation expected to open up more low cost financing opportunities and other benefits related to critical minerals infrastructure. Champion reported their most recent results dated October 20 2024 and reiterated their view that the long term demand for this type of high purity feed will continue to accelerate. Altius originated the Kami project and retains a 3% gross sales royalty interest.

Adjusted EBITDA(1) of $10.5 million ($0.23 per share(1)) during Q3 2024 compares to $12.5 million ($0.26 per share) during Q3 2023 and follows the trend of revenue.

Q3 2024 adjusted operating cash flow(1) of $10.9 million ($0.23 per share(1)) compares to $11.0 million ($0.23 per share) in Q3 2023. The timing of interest, corporate tax payments and refunds positively impacted adjusted operating cash flow during the current quarter.

Net earnings of $3.2 million ($0.06 per share) for Q3 2024 compares to net earnings of $3.5 million ($0.08 per share) in Q3 2023 reflecting lower revenues as well as lower amortization offset by marginally higher costs. Adjusted net earnings per share(1) of $0.05 for the current quarter is comparable to the third quarter of 2023. The main adjusting items are summarized in the below table.

Adjusted Net Earnings

Three months ended

September 30,
2024

September 30,
2023

Net earnings attributable to common shareholders

$

2,852

$

3,703

Addback (deduct):

Unrealized loss on fair value adjustment of derivatives

(198

)

(1,471

)

Foreign exchange (gain) loss

(510

)

460

Exploration and evaluation assets abandoned or impaired

65

Realized gain on disposal of derivatives

206

Gain on disposal of mineral property

(276

)

Tax impact

138

166

Adjusted Net Earnings

$

2,553

$

2,582

Liquidity and Capital Allocation Summary

Cash and cash equivalents at September 30, 2024 were $109.6 million, compared to $130.4 million at the end of 2023. Cash, excluding $84.0 million held by ARR, was $25.6 million.

At September 30, 2024 the approximate market value of various public equity holdings included:

  • $232 million for shares of ARR (including the in-the-money value of share purchase warrants)
  • $120 million for shares of Labrador Iron Ore Royalty Corp.
  • $28 million for the value of the indirectly held interest in the shares of Lithium Royalty Corporation
  • $65 million for publicly traded shares held within the Project Generation equity portfolio, including $54.6 million in Orogen Royalties Inc.

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During the third quarter the Corporation made scheduled debt repayments of $2.0 million and paid cash dividends of $3.9 million and issued 12,389 shares under the dividend reinvestment plan. There were no shares repurchased and cancelled under the Corporation’s Normal Course Issuer Bid during the quarter. The Corporation renewed its Normal Course Issuer Bid (“NCIB”) during the third quarter, which commenced August 22, 2024 and will end no later than August 21, 2025.

At September 30, 2024 the Corporation carried a balance of $98.7 million under its term debt facilities and $9.0 million under its revolving credit facility. On August 30, 2024, the Corporation amended its credit facility to extend the term from August 2025 to August 2028 and replace the combination of its previously outstanding term and revolver debt. The total available credit of $225,000,000 and its principal repayments are consistent with its previous credit facility and the Corporation did not draw any additional amounts during the period. The amended credit facility consists of a $50,000,000 term credit facility, a US$36,000,000 term credit facility and a $125,000,000 revolving credit facility.

Dividend Declaration

The Corporation’s board of directors has declared a quarterly dividend of $0.09 per share. The current quarterly dividend is payable to all shareholders of record at the close of business on November 29, 2024. The dividend is expected to be paid on or about December 16, 2024.

This dividend is eligible for payment in common shares under the Dividend Reinvestment Plan (DRIP) announced by press release May 20, 2020, and available to shareholders who are Canadian residents or residents of countries outside the United States.

In order to be eligible to participate in respect of the December 16, 2024 dividend, non-registered shareholders must provide instruction to their brokerage and registered shareholders must provide completed enrollment forms to the transfer agent by November 22, 2024, five business days prior to record date. Stock market purchases made under the DRIP for the December 16, 2024 payment will be satisfied by issuance from treasury at the 5 day volume weighted average price ending at the close of trading the day before payment date. Shareholders who have already provided instruction to be enrolled previously will continue to be enrolled unless they direct otherwise. For more information, please see Altius Minerals Corporation Dividend Reinvestment Plan. Participation in the DRIP is optional and will not impact any cash dividends payable to shareholders who do not elect to participate in the DRIP. The declaration, timing and payment of future dividends will largely depend on the Corporation’s financial results as well as other factors. Dividends paid by Altius on its common shares are eligible dividends for Canadian income tax purposes unless otherwise stated.

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Non GAAP Financial Measures

  1. Management uses the following non-GAAP financial measures: attributable revenue, attributable royalty revenue, adjusted earnings before interest, taxes, depreciation and amortization (adjusted EBITDA), adjusted operating cash flow and adjusted net earnings (loss). Management uses these measures to monitor the financial performance of the Corporation and its operating segments and believes these measures enable investors and analysts to compare the Corporation’s financial performance with its competitors and/or evaluate the results of its underlying business. These measures are intended to provide additional information, not to replace International Financial Reporting Standards (IFRS) measures, and do not have a standard definition under IFRS and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. As these measures do not have a standardized meaning, they may not be comparable to similar measures provided by other companies. Further information on the composition and usefulness of each non-GAAP financial measure, including reconciliation to their most directly comparable IFRS measures, is included in the non-GAAP financial measures section of our MD&A.

Third Quarter Financial Results Conference Call and Webcast Details

Date: November 08, 2024
Time: 9:00 AM ET
Toll Free Dial-In Number: +1-800-717-1738
International Dial-In Number: +1-289-514-5100
Conference Call Title and ID: Altius Minerals Q3 2024 Financial Results, ID 15582
Webcast Link: Q 3 2024 Financial Results

About Altius

Altius’s strategy is to create per share growth through a diversified portfolio of royalty assets that relate to long life, high margin operations. This strategy further provides shareholders with exposures that are well aligned with sustainability-related global growth trends including the electricity generation transition from fossil fuel to renewables, transportation electrification, reduced emissions from steelmaking and increasing agricultural yield requirements. These macro-trends each hold the potential to cause increased demand for many of Altius’s commodity exposures including copper, renewable based electricity, several key battery metals (lithium, nickel and cobalt), clean iron ore, and potash. In addition, Altius runs a successful Project Generation business that originates mineral projects for sale to developers in exchange for equity positions and royalties. Altius has 46,479,865 common shares issued and outstanding that are listed on Canada’s Toronto Stock Exchange. It is included in each of the S&P/TSX Small Cap, the S&P/TSX Global Mining, and the S&P/TSX Canadian Dividend Aristocrats indices.

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Forward-looking information

This news release contains forward-looking information. The statements are based on reasonable assumptions and expectations of management and Altius provides no assurance that actual events will meet management’s expectations. In certain cases, forward‐looking information may be identified by such terms as “anticipates”, “believes”, “could”, “estimates”, “expects”, “may”, “shall”, “will”, or “would”. Although Altius believes the expectations expressed in such forward‐looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those projected. Readers should not place undue reliance on forward-looking information. Altius does not undertake to update any forward-looking information contained herein except in accordance with securities regulations.

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Contacts

For further information, please contact:
Flora Wood

Email: Fwood@altiusminerals.com
Tel: 1.877.576.2209
Direct: +1(416)346.9020

Ben Lewis
Email: Blewis@altiusminerals.com
Tel: 1.877.576.2209

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dynaCERT Appoints Kevin Unrath as Chief Operating Officer, Expanding Leadership Team for Global Growth and Innovation

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TORONTO — dynaCERT Inc. (TSX: DYA) (OTC: DYFSF) (FRA: DMJ) (“dynaCERT” or the “Company”) is pleased to announce the appointment of Mr. Kevin Unrath as Chief Operating Officer of the Company.

As the new COO of dynaCERT and the future Managing Director of dynaCERT GmbH based in Germany, Mr. Unrath will assist the President with hands on supervision and senior responsibilities leading the enterprise’s further development and international global world-wide expansion with a view of growing the sales volume of the Company’s products and the Company’s new production initiatives.

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Mr. Kevin Unrath is a dedicated and results-driven executive with a track record and comprehensive experience in international leadership roles in the Automotive and the Off Highway industry as well as in Precision Machining.

Mr. Unrath brings to dynaCERT top management level expertise having managed numerous entities. Mr. Unrath also brings to dynaCERT his experience in successfully driving profitable growth, performance increases, sustainable technology road mapping and digital transformation. He is keen on leading and further propelling dynaCERT’s influence and positive impact in the hydrogen marketplace.

Mr. Unrath has impressive business experience. He worked for six years at Hatz Motorenfabrik GmbH & Co. KG and Hatz Components GmbH & Co. KG where he grew sales and specialized in Lead Generation, Market Study, Target Customer Definition, and Customer Journey Development. He also achieved numerous milestones in Corporate Development such as founding, setup and development of the Hatz Components GmbH and M&A Process.

He also worked eight years with MAN Truck & Bus in several functions such as Head of MAN Spare Parts Production Systems, Project-Lead and PMO. He gained deep knowledge in topics such as Restructuring of Worldwide Spare Parts “Management & Logistics Network”, setup of New Spare Parts Central Warehouse, Management & Restructuring of Logistics and Logistics Processes as well as Warehousing & Supply Chain Management

Mr. Unrath holds a Technical Master’s Degree Master of Science in Logistics, Infrastructure, Mobility from TU Hamburg-Harburg focusing on “Production and Logistics”, and a Business Administration degree from Technical University of Applied Sciences in Würzburg including pre-degree (Bachelor) studies at FH Ludwigshafen am Rhein where he majored in Marketing ASEAN with a focus on Japan.

Kevin Unrath, Chief Operating Officer of dynaCERT, stated, “I am looking forward to working at dynaCERT and expanding the HydraGEN™ Technology for retrofitting combustion engines worldwide. The market for this innovation is now ready and we will focus on further and accelerated growth worldwide. The core of my job as COO at dynaCERT will be to optimize the sales process to increase sales as well as to ensure that customer expectations are met and that the various models of HydraGEN™ units are available in a timely manner in continued quality and sufficient quantities. Particularly considering the European Union’s “Green Deal”, a sustained global interest for our devices can be expected because they are designed to help companies measure and improve their results for ESG reports.”

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Bernd Krueper, President & Director of dynaCERT, stated, “In the past few months, I have met several customers, investors and governmental authorities worldwide and explained to them our HydraGEN™ Technology and the diversity of our hardware and software product offerings. The fuel consumption savings and emissions reductions are convincing and impressive. Additionally, I will continue to foster the drive forward to meet the needs of application specific requirements of our customers. Considering the huge efforts necessary to reduce fuel saving of a typical automotive or Industrial engine that generally goes into achieving savings in the automotive industry, I am absolutely thrilled that dynaCERT has a product available today that is designed to achieve important fuel savings and reductions in carbon emissions. Our compact and easy to install HydraGEN™ models provide an outstanding solution for clients. I have worked in the past successfully with Kevin Unrath. I welcome him to dynaCERT and look forward to continuing our excellent teamwork now that we are both working together at dynaCERT. I look forward to working with Kevin Unrath and the outstanding team.”

Jim Payne, Chairman & CEO of dynaCERT, stated, “The dynaCERT Board of Directors is very pleased to welcome Kevin Unrath as Chief Operating Officer of the Company. As we welcome Kevin, I am delighted with the continued growth and expertise of our management team along with the expansion of our data centre as we move into the new era of carbon credits with our HydraGEN™ Technology. Bernd and Kevin bring a wealth of knowledge and experience in growing companies within the diesel engine industry worldwide, their history and network of people and companies they bring along with their proven track record is extremely timely as we continue to grow.”

Pursuant to its stock Option Plan and in accordance with regulatory requirements, the Company announces that it has issued 1,500,000 options to purchase its common shares in the authorized share structure of the Company, the exercise price of each such option being $0.25 per share for a period expiring November 1, 2029.

About dynaCERT Inc.

dynaCERT Inc. manufactures and distributes Carbon Emission Reduction Technology along with its proprietary HydraLytica™ Telematics, a means of monitoring fuel consumption and calculating GHG emissions savings designed for the tracking of possible future Carbon Credits for use with internal combustion engines. As part of the growing global hydrogen economy, our patented technology creates hydrogen and oxygen on-demand through a unique electrolysis system and supplies these gases through the air intake to enhance combustion, which has shown to lower carbon emissions and improve fuel efficiency. Our technology is designed for use with many types and sizes of diesel engines used in on-road vehicles, reefer trailers, off-road construction, power generation, mining and forestry equipment. Website: www.dynaCERT.com.

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READER ADVISORY

Except for statements of historical fact, this news release contains certain “forward-looking information” within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate” and other similar words, or statements that certain events or conditions “may” or “will” occur. Although we believe that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. We cannot guarantee future results, performance of achievements. Consequently, there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking information.

Forward-looking information is based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking information. Some of the risks and other factors that could cause the results to differ materially from those expressed in the forward-looking information include, but are not limited to: uncertainty as to whether our strategies and business plans will yield the expected benefits; availability and cost of capital; the ability to identify and develop and achieve commercial success for new products and technologies; the level of expenditures necessary to maintain and improve the quality of products and services; changes in technology and changes in laws and regulations; the uncertainty of the emerging hydrogen economy; including the hydrogen economy moving at a pace not anticipated; our ability to secure and maintain strategic relationships and distribution agreements; and the other risk factors disclosed under our profile on SEDAR at www.sedar.com. Readers are cautioned that this list of risk factors should not be construed as exhaustive.

The forward-looking information contained in this news release is expressly qualified by this cautionary statement. We undertake no duty to update any of the forward-looking information to conform such information to actual results or to changes in our expectations except as otherwise required by applicable securities legislation. Readers are cautioned not to place undue reliance on forward-looking information.

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Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Toronto Stock Exchange) accepts responsibility for the adequacy or accuracy of the release.
On Behalf of the Board
Murray James Payne, CEO

View source version on businesswire.com: https://www.businesswire.com/news/home/20241104262780/en/

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Contacts

For more information, please contact:

Jim Payne, Chairman & CEO
dynaCERT Inc.
#101 – 501 Alliance Avenue
Toronto, Ontario M6N 2J1
+1 (416) 766-9691 x 2
jpayne@dynaCERT.com

Investor Relations
dynaCERT Inc.
Nancy Massicotte
+1 (416) 766-9691 x 1
nmassicotte@dynaCERT.com

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Featured Local Savings

Flow Beverage Corp. Closes US$2 million Private Placement of Secured Convertible Note

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TORONTO — Flow Beverage Corp. (TSX:FLOW; OTCQX:FLWBF) (“Flow” or the “Company”) is pleased to announce the closing today of its previously announced private placement of a US$2 million secured convertible note (the “Note”) to BeatBox Beverages (“BeatBox”), Flow’s long-term co-packing partner of ready-to-drink alcohol beverages.

“The closing of this financing marks a significant step in our strategic partnership with BeatBox. BeatBox is a valued co-pack partner and the proceeds from the Note will help Flow add two lines at our Aurora production facility. Both Flow and BeatBox are scaling rapidly and we are very pleased to be deepening our relationship as both organizations pursue innovation and sustainability in the North American beverage industry,” said Nicholas Reichenbach, Founder and Chief Executive Officer of Flow.

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The Note matures on October 25, 2029, bears interest at the rate of 10% per annum, which interest is payable quarterly in arrears, and is secured against the assets of Flow. The principal amount of the Note is convertible at any time at BeatBox’s option into subordinate voting shares of Flow (the “Shares”) at a conversion price of $1.00 per share. Flow can force the conversion of the principal amount of the Note if, at any time during the period which is one year from issuance and ending on the maturity date, the volume weighted average price of the Shares on the Toronto Stock Exchange is greater than $1.50 per Share for any five consecutive trading days.

The Company will use the proceeds from the issuance of the Note to fund the leaseholds and equipment necessary to expand capacity at Flow’s Aurora production facility.

The Company amended terms of its manufacturing agreement with BeatBox (the “Agreement”) on August 1, 2024, with the term of the Agreement extending from five to six years and the minimum total revenue under the Agreement increasing from $115 million to $213 million. Due to the increased production capacity requirements under the Agreement, Flow will be adding two production lines at its Aurora production facility. This expansion is to satisfy the increased demand for co-manufacturing from BeatBox, in addition to other co-manufacturing agreements recently announced, and to accommodate anticipated growth in the Flow brand.

The Note and the Shares issuable upon any conversion thereof are subject to a statutory four-month and one-day hold period under applicable Canadian securities laws, expiring on February 26, 2025.

About Flow

Flow is one of the fastest-growing premium water companies in North America. Founded in 2014, Flow’s mission since day one has been to reduce environmental impacts by providing sustainably sourced natural mineral spring water in the most sustainable product formats. Today, the brand is B-Corp Certified with a best-in-class score of 126.5, offering a diversified line of health and wellness-oriented beverage products: original mineral spring water, award-winning organic flavours and sparkling mineral spring water in sizes ranging from 300-ml to 1-litre. All products contain naturally occurring electrolytes and essential minerals and support Flow’s overarching purpose to “bring wellness to the world through the positive power of water.” Flow beverage products are available at retailers in Canada and the United States, and online at flowhydration.com.

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For more information on Flow, please visit Flow’s investor relations site at: investors.flowhydration.com.

About BeatBox

BeatBox is the “Original Party Punch”, offering fun and nostalgic flavors in a sustainable and resealable package. With a deep passion for live music, its community of super fans, and creating fun, BeatBox has become the brand that’s bringing the party to the alcohol industry.

The journey began in 2012 in the live music capital of the world, Austin, TX, and the energy was contagious. So much so that BeatBox secured the largest investment in Shark Tank history from Mark Cuban, who “invested in BeatBox because at heart I’m a 25-year-old and saw that this is going to be a party phenomenon.”

BeatBox quickly built a team of beverage leaders helping to define a new category of “Party Punch.” BeatBox has an impressive roster of investors from the music and entertainment industry, including Mark Cuban, Rob Dyrdek, Party Favor, Louis The Child, Good Times Ahead, and many more.

BeatBox has become one of the fastest growing brands in the alcohol industry and the drink of choice for Millennial and Gen Z drinkers. Its passion for music, and connection to its consumers, has also made it the fastest growing and most engaged alcohol brand on social media. Like Mark said, “This is a company that sells fun, and if anyone ever asks what this brand is all about, tell them that BeatBox Brings the Party!”

For more information on BeatBox, please visit BeatBox’s website at: beatboxbeverages.com.

Forward-Looking Statements

This press release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws (“Forward-Looking Statements”). The Forward-Looking Statements contained in this press release relate to future events or Flow’s future plans, operations, strategy, performance or financial position and are based on Flow’s current expectations, estimates, projections, beliefs and assumptions. Such Forward-Looking Statements have been made by Flow in light of the information available to it at the time the statements were made and reflect its experience and perception of historical trends. All statements and information other than historical fact may be forward‐looking statements. Such Forward‐Looking Statements are often, but not always, identified by the use of words such as “may”, “would”, “should”, “could”, “expect”, “intend”, “estimate”, “anticipate”, “plan”, “foresee”, “believe”, “continue”, “expect”, “believe”, “anticipate”, “estimate”, “will”, “potential”, “proposed” and other similar words and expressions.

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Forward-Looking Statements are based on certain expectations and assumptions and are subject to known and unknown risks and uncertainties and other factors, many of which are beyond Flow’s control, that could cause actual events, results, performance and achievements to differ materially from those anticipated in these Forward-Looking Statements. Forward-Looking

Statements are provided for the purposes of assisting the reader in understanding Flow and its business, operations, prospects, and risks at a point in time in the context of historical and possible future developments, and the reader is therefore cautioned that such information may not be appropriate for other purposes. Forward-Looking Statements should not be read as guarantees of future performance or results. Readers are cautioned not to place undue reliance on these Forward-Looking Statements, which speak only as of the date of this press release. Unless otherwise noted or the context otherwise indicates, the Forward-Looking Statements contained herein are provided as of the date hereof, and the Company disclaims any intention or obligation, except to the extent required by law, to update or revise any Forward-Looking Statements as a result of new information or future events, or for any other reason.

This press release should be read in conjunction with the management’s discussion and analysis and consolidated financial statements and notes thereto as at and for the three and nine months ended July 31, 2024. Additional information about Flow is available on the Company’s profile on SEDAR+ at www.sedar.com, including the Company’s Annual Information Form for the year ended October 31, 2023 dated January 29, 2024.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241031549002/en/

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Contacts

Trent MacDonald, Chief Financial Officer
1-844-356-9426
investors@flowhydration.com

Investors:
Marc Charbin
investors@flowhydration.com

Media:
Natasha Koifman
nk@nkpr.net

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Featured Local Savings

Sherritt Reports Third Quarter 2024 Results; Strong Operational Performance at Metals with Significant Improvements to Net Direct Cash Costs; Increased Available Liquidity in Canada

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NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TORONTO — Sherritt International Corporation (“Sherritt”, the “Corporation”) (TSX: S), a world leader in using hydrometallurgical processes to mine and refine nickel and cobalt – metals deemed critical for the energy transition – today reported its financial results for the three and nine months ended September 30, 2024. All amounts are in Canadian dollars unless otherwise noted.

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Leon Binedell, President and CEO of Sherritt commented, “Our Metals division has achieved remarkable progress, with finished nickel production reaching its highest quarterly level in two years. We have successfully reduced our net direct cash costs to US$5.16 per pound, demonstrating a significant year-over-year improvement even with materially lower cobalt by-product prices. Our Power division has also excelled, recording the highest quarterly electricity production in nine years. Additionally, we completed work to bring another gas turbine online, enabling us to generate electricity from new gas wells, including a new well that began production in October. This will further increase production and allow us to realize higher distributions of dividends in Canada going forward.”

Mr. Binedell continued, “Despite this quarter’s lower nickel and cobalt prices, our available liquidity in Canada increased 27% to $71 million. We are beginning to realize savings from the cost reduction initiatives announced in the first half of the year and we made additional workforce reductions in the third quarter to lower our costs further. During the fourth quarter, we expect to receive another significant distribution from Power and the recommencement of dividends from the Cobalt Swap agreement. Looking ahead, phase two of our expansion at the Moa JV is advancing as planned, with commissioning and ramp-up scheduled for the first half of next year which will increase our mixed sulphide production to our refinery, displacing lower-margin third-party feed and maximizing our profitability.”

THIRD QUARTER 2024 SELECTED DEVELOPMENTS

  • Sherritt’s share(1) of finished nickel and cobalt production at the Moa Joint Venture (“Moa JV”) was 4,333 tonnes and 454 tonnes, respectively.
  • Sherritt’s share of finished nickel and cobalt sales was 3,538 tonnes and 421 tonnes, respectively. Sales volumes were below production, consistent with Q3 2023, primarily due to the third quarter typically being a seasonally softer quarter for sales due to summer shutdowns of steel mills and some customers deferring sales to the fourth quarter. In addition, the Canadian rail lock-out, which although resolved quickly, temporarily disrupted logistics deferring some sales which otherwise would have occurred during the quarter. Sherritt expects stronger demand from customers in the fourth quarter.
  • Net direct cash cost (“NDCC”)(2) was US$5.16/lb benefiting from a 19% year-over-year improvement in mining, processing and refining costs per pound of nickel sold (“MPR/lb”), the largest component of NDCC(2).
  • Electricity production was 230 GWh which was the highest quarterly electricity production in nine years and reflects Sherritt’s multiyear efforts to maximize value and increase dividends in Canada from its Power division by bringing new gas wells into production, improving equipment availability and increasing utilization rates.
  • Electricity unit operating cost(2) was $44.95/MWh reflecting timing of planned maintenance which was completed during the quarter, partly offset by higher sales volume.
  • 2024 guidance for Metals and Power production volumes, NDCC(1), electricity unit operating costs(1) and spending on capital(1) remain unchanged.
  • Sherritt continues to realize savings in line with its estimated $15.0 million in annual savings from the workforce reductions announced in the first half of 2024. During the quarter, Sherritt made further reductions to streamline its organizational structure which are expected to result in approximately $2.2 million of additional annualized savings.
  • Net earnings from continuing operations were $1.8 million, or nil per share.
  • Adjusted net loss from continuing operations(2) was $11.5 million or $(0.03) per share, which primarily excludes a non-cash $11.5 million revaluation gain on the net receivable pursuant to the Cobalt Swap(3) on updates to valuation assumptions.
  • Adjusted EBITDA(2) was $10.5 million.
  • Available liquidity in Canada as at September 30, 2024 was $71.4 million supported by $35.9 million of proceeds from operating activities for Fort Site which included strong receipts on fertilizer sales and presales, $3.4 million on settlement of in-the-money nickel put options and $0.9 million of dividends from Energas. These receipts were partly offset primarily by $10.8 million used in Power to support planned maintenance activities and $5.4 million in payments on contractually obligated rehabilitation and closure costs related to legacy Oil and Gas assets in Spain.
  • Phase two of the Moa JV expansion is continuing to advance with commissioning and ramp up expected in the first half of 2025. The Moa JV finalized and began utilizing its US$12.0 million of foreign currency financing from a Cuban bank to support international payments related to construction of the Sixth Leach Train, the primary component of phase two of the expansion project.
  • Advanced engineering and process flowsheet development to enhance and derisk the flowsheet on the mixed hydroxide precipitate (“MHP”) processing project (“MHP Project”) which already yielded positive results for metal recoveries and impurity removals and continued external engagement with governments, potential customers and funding partners.

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(1)

References to “Sherritt’s share” is consistent with the Corporation’s definition of reportable segments for financial statement purposes. Sherritt’s share of “Metals” includes the Corporation’s 50% interest in the Moa JV, its 100% interest in the utility and fertilizer operations in Fort Saskatchewan (“Fort Site”) and its 100% interests in subsidiaries established to buy, market and sell certain of the Moa JV’s nickel and cobalt production and the Corporation’s cobalt inventory received under the Cobalt Swap agreement (“Metals Marketing”). Sherritt’s share of Power includes the Corporation’s 33⅓% interest in Energas S.A. (“Energas”). References to Corporate and Other and Oil and Gas includes the Corporation’s 100% interest in these businesses. Corporate and Other refers to the Corporate office and Technologies. References to Fort Site directly is to the Corporation’s 100% interest in the utility and fertilizer operations.

(2)

Non-GAAP financial measures. For additional information see the Non-GAAP and other financial measures section of this press release.

(3)

For additional information on the Cobalt Swap, see Note 12 – Advances, loans receivable and other financial assets of the consolidated financial statements for the year ended December 31, 2023.

DEVELOPMENTS SUBSEQUENT TO THE QUARTER

Subsequent to the quarter end:

  • Received an additional $1.6 million in cash on settlement of nickel put options.
  • Paid $9.4 million in interest on its Second Lien Notes.
  • On October 18, 2024, Cuba experienced a nationwide power outage and following which the Moa nickel mine began operating at a reduced capacity of 50% to 60% with power sourced from the mine site’s own power generating capabilities. The Moa nickel mine and all Energas facilities returned to full operating capacity on October 27, 2024 with Energas playing an instrumental role in assisting to restore power to the Cuban national grid. Despite the power outage and adverse weather from a tropical storm that occurred shortly after, there was not a material impact to mixed sulphides production. Moreover, the Corporation’s refinery in Alberta strategically built-up feed inventory earlier in the year, ensuring reliable feed throughput for finished nickel production. As a result, Sherritt maintains its 2024 production and unit operating cost guidance ranges.

Q3 2024 FINANCIAL HIGHLIGHTS

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For the three months ended

For the nine months ended

$ millions, except per share amount

2024
September 30

2023
September 30

Change

2024
September 30

2023
September 30

Change

Revenue

$

32.9

$

36.4

(10%)

$

113.1

$

188.5

(40%)

Combined revenue(1)

126.4

128.0

(1%)

417.3

512.4

(19%)

(Loss) earnings from operations and joint venture

(2.3)

(23.8)

90%

(26.6)

Net earnings (loss) from continuing operations

1.8

(24.8)

107%

(50.6)

(10.9)

(364%)

Net earnings (loss) for the period

2.1

(24.8)

108%

(49.9)

(11.2)

(346%)

Adjusted EBITDA(1)

10.5

(2.2)

577%

17.0

53.2

(68%)

Adjusted loss from continuing operations(1)

(11.5)

(12.1)

5%

(46.1)

(0.8)

nm(2)

Net earnings (loss) from continuing operations ($ per share)

0.00

(0.06)

100%

(0.13)

(0.03)

(333%)

Adjusted net (loss) earnings from continuing operations ($ per share)(1)

(0.03)

(0.03)

(0.12)

Cash provided (used) by continuing operations for operating activities

20.4

4.4

364%

(4.4)

46.3

(110%)

Combined free cash flow(1)

10.2

(11.7)

187%

(1.0)

23.2

(104%)

Average exchange rate (CAD/US$)

1.366

1.341

2%

1.362

1.346

1%

(1)

Non-GAAP financial measures. For additional information see the Non-GAAP and other financial measures section of this press release.

(2)

Not meaningful (“nm”).

$ millions, as at

2024
September 30

2023
December 31

Change

Cash and cash equivalents

Canada

$

41.0

$

21.5

91%

Cuba(1)

106.0

96.3

10%

Other

1.6

1.3

23%

148.6

119.1

25%

Loans and borrowings

371.1

355.6

4%

The Corporation’s share of cash and cash equivalents in the Moa Joint Venture, not included in the above balances:

$

2.3

$

5.9

(60%)

(1)

As at September 30, 2024, $104.2 million of the Corporation’s cash and cash equivalents was held by Energas (December 31, 2023 – $93.9 million).

Cash and cash equivalents as at September 30, 2024 were $148.6 million, increasing from $132.3 million as at June 30, 2024.

As at September 30, 2024, total available liquidity in Canada, which is composed of cash and cash equivalents in Canada of $41.0 million and available credit facilities of $30.4 million was $71.4 million increasing from $55.9 million as at June 30, 2024. Available liquidity in Canada was supported by $35.9 million of proceeds from operating activities for Fort Site which included strong receipts on fertilizer sales and presales, $3.4 million on the settlement of in-the-money nickel put options and $0.9 million of dividends from Energas. These receipts were partly offset primarily by $10.8 million used in Power to support planned maintenance activities and $5.4 million in payment on contractually obligated rehabilitation and closure costs related to legacy Oil and Gas assets in Spain.

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For 2024, Sherritt continues to expect distributions under the Cobalt Swap agreement in the fourth quarter of the year. The Moa JV’s cash and cobalt distributions to the Corporation are determined based on available cash in excess of liquidity requirements. Determinants of liquidity include anticipated nickel and cobalt prices and sales volumes, planned spending on capital at the Moa JV including growth capital, working capital needs, expected financing and other expected liquidity requirements. Available cash is also impacted by changes in working capital primarily related to changes in inventory, and timing of receipts and payments, including receipts on nickel and cobalt sales subsequent to shipment.

In Sherritt’s second quarter results, the Corporation indicated approximately $50.0 million was expected to be received during the fourth quarter from the Cobalt Swap agreement (including both Sherritt’s share and GNC’s(2) redirected share), which was based on the midpoint of the Moa JV’s 2024 guidance ranges for production volumes, unit operating costs(1) and spending on capital(1) as disclosed in the Outlook section of the MD&A, and the first half 2024 nickel and cobalt average reference prices of US$8.00/lb and US$13.50/lb, respectively.

With the third quarter average reference prices of both nickel and cobalt being below the first half 2024 average reference prices, management is focusing efforts to maximize cash flows from sales of available inventories and maximize the amount to be received in the fourth quarter under the Cobalt Swap up to the $50.0 million (including both Sherritt’s share and GNC’s redirected share) that was previously indicated. Refer to the risks related to Sherritt’s corporate structure in the Corporation’s 2023 Annual Information Form for further information on risks related to distributions from the Moa JV.

Given its strong operating performance during 2024, Energas generated sufficient liquidity to distribute to Sherritt dividends in Canada of $0.9 million and $6.0 million in the three and nine months ended September 30, 2024, respectively. Based on 2024 guidance estimates for production volumes, unit operating costs(1) and spending on capital(1) disclosed in the Outlook section of the MD&A, Sherritt continues to expect total dividends in Canada from Energas of approximately $10.0 million in 2024. Refer to the risks related to Sherritt’s corporate structure in the Corporation’s 2023 Annual Information Form for further information on risks related to dividends in Canada from Energas.

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During Q3 2024, the Moa JV finalized and began utilizing its US$12.0 million of foreign currency financing from a Cuban bank to support international payments related to construction of the Sixth Leach Train, the primary component of phase two of the expansion project.

As at September 30, 2024, the Corporation was in compliance with all its debt covenants.

Subsequent to the quarter end, Sherritt received an additional $1.6 million in cash on settlement of nickel put options and paid $9.4 million in interest on its Second Lien Notes. At the interest payment date, the Corporation was not required to make a mandatory redemption of Second Lien Notes as it did not have Excess Cash Flow as defined in the Second Lien Notes indenture agreement for the two-quarter period ended June 30, 2024.

(1)

Non-GAAP financial measures. For additional information see the Non-GAAP and other financial measures section of this press release.

(2)

General Nickel Company S.A. (“GNC”).

REVIEW OF OPERATIONS

Metals

For the three months ended

For the nine months ended

$ millions (Sherritt’s share), except as otherwise noted

2024
September 30

2023
September 30

Change

2024
September 30

2023
September 30

Change

FINANCIAL HIGHLIGHTS(1)

Revenue

$

112.6

$

115.7

(3%)

$

378.3

$

477.8

(21%)

Cost of sales

110.1

128.1

(14%)

385.7

454.8

(15%)

Earnings (loss )from operations

0.8

(14.9)

105%

(17.5)

19.9

(188%)

Adjusted EBITDA(2)

14.9

(0.8)

nm(5)

25.4

62.3

(59%)

CASH FLOW(1)

Cash provided by continuing operations for operating activities(2)

$

34.8

$

10.7

225%

$

87.2

$

112.5

(22%)

Free cash flow(2)

24.2

(3.0)

907%

59.4

73.1

(19%)

PRODUCTION VOLUMES (tonnes)

Mixed Sulphides

4,148

4,037

3%

12,295

11,570

6%

Finished Nickel

4,333

3,841

13%

11,313

10,592

7%

Finished Cobalt

454

410

11%

1,138

1,108

3%

Fertilizer

65,205

48,400

35%

182,624

158,615

15%

NICKEL RECOVERY(3) (%)

85%

88%

(3%)

87%

87%

SALES VOLUMES (tonnes)

Finished Nickel

3,538

2,845

24%

11,352

9,377

21%

Finished Cobalt

421

526

(20%)

1,173

2,321

(49%)

Fertilizer

31,245

21,389

46%

115,836

114,652

1%

AVERAGE-REFERENCE PRICE(4) (US$ per pound)

Nickel

$

7.37

$

9.23

(20%)

$

7.74

$

10.34

(25%)

Cobalt

12.25

16.58

(26%)

13.16

16.50

(20%)

AVERAGE-REALIZED PRICE(2) (CAD)

Nickel ($ per pound)

$

10.11

$

12.54

(19%)

$

10.41

$

14.29

(27%)

Cobalt ($ per pound)

12.42

17.64

(30%)

13.70

17.51

(22%)

Fertilizer ($ per tonne)

434.58

389.43

12%

503.33

612.73

(18%)

UNIT OPERATING COST(2) (US$)

Nickel – net direct cash cost (US$ per pound)

$

5.16

$

7.24

(29%)

$

6.10

$

6.97

(12%)

SPENDING ON CAPITAL(2)(CAD)

Sustaining

$

7.5

$

12.8

(41%)

$

22.3

$

32.3

(31%)

Growth

3.7

2.9

28%

6.1

9.1

(33%)

$

11.2

$

15.7

(29%)

$

28.4

$

41.4

(31%)

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(1)

The Financial Highlights, and cash flow amounts for Metals combine the operations of the Moa JV, Fort Site and Metals Marketing. Breakdowns of revenue, Adjusted EBITDA, and the components of free cash flow (cash provided (used) by continuing operations for operating activities and Property, plant and equipment expenditures) for each of these operations are included in the Combined Revenue, Adjusted EBITDA and Free cash flow reconciliations, respectively, in the Non-GAAP and other financial measures section of this press release.

(2)

Non-GAAP financial measures. For additional information see the Non-GAAP and other financial measures section of this press release.

(3)

The nickel recovery rate measures the amount of finished nickel that is produced compared to the original nickel content of the ore that was mined.

(4)

Reference sources: Nickel – London Metal Exchange (“LME”). Cobalt – Average standard-grade cobalt price published per Argus.

(5)

Not meaningful (“nm”).

Revenue

Metals revenue in Q3 2024 was $112.6 million compared to $115.7 million in Q3 2023.

Nickel revenue in Q3 2024 was $78.8 million compared to $78.6 million in Q3 2023. In Q3 2024, the 24% increase in nickel sales volume was offset by a 19% lower average-realized price(1). In Q3 2024, sales volumes were below production, consistent with Q3 2023, primarily due to the third quarter typically being a seasonally softer quarter for sales due to summer shutdowns of steel mills and some customers deferring sales to the fourth quarter. In addition, the Canadian rail lock-out, which although resolved quickly, temporarily disrupted logistics deferring some sales which otherwise would have occurred during the quarter. Sherritt expects stronger demand from customers in the fourth quarter.

Cobalt revenue in Q3 2024 was $11.5 million compared to $20.4 million in Q3 2023. Lower revenue in Q3 2024 was primarily due to the timing of receipts and sales of cobalt by Sherritt under the Cobalt Swap agreement and lower average-realized prices(1). The average-realized prices(1) for cobalt were 30% lower in Q3 2024 compared to Q3 2023. For more information regarding the timing of Cobalt Swap distributions in 2024, refer to the Cobalt Swap sales section below.

Fertilizer revenue in Q3 2024 was $13.6 million compared to $8.3 million in Q3 2023. Fertilizer sales volumes were 46% higher compared to Q3 2023, reflecting timing of fall season sales and higher available production for sale. In addition, average-realized prices(1) for fertilizers were 12% higher in Q3 2024 compared to Q3 2023.

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Cobalt Swap sales

To date in 2024, as expected, Sherritt has not received cobalt distributions under the Cobalt Swap. In 2023, Sherritt had received 100% of the annual maximum amount of cobalt (2,082 tonnes) and had sold approximately 97% of that cobalt by the end of the third quarter of the year.

While the timing of receipts and sales of cobalt under the Cobalt Swap results in variances in cobalt sales volumes, revenue and cost of sales for Sherritt, they do not have a material impact on earnings from operations, average-realized prices(1), cobalt by-product credits, or NDCC(1) as the variance in revenue and costs of Sherritt’s share of cobalt under the Cobalt Swap is offset by Sherritt’s share of revenue and costs of the Moa JV and the cost of cobalt sold on volumes of cobalt redirected from GNC is determined based on the in-kind value of cobalt calculated as the cobalt reference price from the month preceding distribution less a mutually agreed selling cost adjustment.

For 2024, Sherritt continues to expect distributions under the Cobalt Swap agreement in the fourth quarter of the year. The Moa JV’s cash and cobalt distributions to the Corporation are determined based on available cash in excess of liquidity requirements. Determinants of liquidity include anticipated nickel and cobalt prices and sales volumes, planned spending on capital at the Moa JV including growth capital, working capital needs, expected financing and other expected liquidity requirements. Available cash is also impacted by changes in working capital primarily related to changes in inventory, and timing of receipts and payments, including receipts on nickel and cobalt sales subsequent to shipment.

In Sherritt’s second quarter results, the Corporation indicated approximately $50.0 million was expected to be received during the fourth quarter from the Cobalt Swap agreement (including both Sherritt’s share and GNC’s redirected share), which was based on the midpoint of the Moa JV’s 2024 guidance ranges for production volumes, unit operating costs(1) and spending on capital(1) as disclosed in the Outlook section of the MD&A, and the first half 2024 nickel and cobalt average reference prices of US$8.00/lb and US$13.50/lb, respectively.

With third quarter average reference prices of both nickel and cobalt being below the first half 2024 average reference prices, management is focusing efforts to maximize cash flows from sales of available inventories and maximize the amount received in the fourth quarter under the Cobalt Swap up to the $50.0 million (including both Sherritt’s share and GNC’s redirected share) that was previously indicated. Refer to the risks related to Sherritt’s corporate structure in the Corporation’s 2023 Annual Information Form for further information on risks related to distributions from the Moa JV.

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Production

Mixed sulphides production at the Moa JV for Q3 2024 was 4,148 tonnes 3% higher, compared to Q3 2023. Lower maintenance and improved feed to the processing plant following the completion of the new Slurry Preparation Plant (“SPP”) in the first quarter of 2024 contributed to higher production.

Sherritt’s share of finished nickel and cobalt production for Q3 2024 was 4,333 tonnes and 454 tonnes, 13% and 11% higher, respectively, compared to Q3 2023 primarily due to higher mixed sulphides feed availability.

Sherritt maintains its 2024 production guidance ranges for finished nickel and cobalt.

Fertilizer production for Q3 2024 was 65,205 tonnes, 35% higher compared to Q3 2023 in line with higher metals production, implementation of operational improvements during the year, and due to the unplanned ammonia plant maintenance that limited production in 2023.

NDCC(1)

NDCC(1) per pound of nickel sold for Q3 2024 was US$5.16/lb, compared to US$7.24/lb in Q3 2023. NDCC(1) significantly improved primarily as a result of lower MPR/lb partly offset by lower cobalt by-product credits(2) as a result of lower average-realized prices(1) for cobalt. MPR/lb was 19% lower for Q3 2024, compared to Q3 2023 primarily due to lower sulphur, natural gas and diesel prices, lower maintenance costs and lower sulphuric acid purchases, operational improvements, and the impact of higher nickel sales volumes. Prices for sulphur, natural gas and diesel were 13%, 64% and 10% lower in Q3 2024 compared to Q3 2023.

Fertilizer net by-product credits were significantly higher in Q3 2024 compared to Q3 2023 as a result of higher sales volumes and average-realized prices(1) and lower maintenance costs.

NDCC(1) for the nine months ended September 30, 2024 was US$6.10/lb and Sherritt maintains its 2024 guidance range for NDCC(1) at US$5.50 to US$6.00/lb.

Spending on capital(1)

Sustaining spending on capital for Q3 2024 was $7.5 million compared to $12.8 million in Q3 2023. Sustaining spending on capital of $22.3 million for the nine months ended September 30, 2024 is in line with 2024 guidance.

Growth spending on capital for Q3 2024 was $3.7 million compared to $2.9 million in Q3 2023. Spending in 2024 was primarily related to the second phase of the Moa JV expansion program and is in line with 2024 guidance.

(1)

Non-GAAP financial measures. For additional information see the Non-GAAP and other financial measures section of this press release.

(2)

Cobalt by-product credits include Sherritt’s share of cobalt revenue per pound of nickel sold only.

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Expansion program and strategic developments

Moa JV expansion program update

Phase two of the Moa JV’s expansion program, the Processing Plant, is continuing to advance. During the third quarter of 2024 piping installation continued and brick lining of vessels started.

During the quarter, the Moa JV finalized and began utilizing its US$12 million of foreign currency financing from a Cuban bank to support international payments related to construction of the Sixth Leach Train, the primary component of phase two of the expansion project.

Phase two commissioning and ramp up remains scheduled for 2025 with Sherritt expecting to commence the ramp up during the first half of the year. With completion of phase two, annual mixed sulphide precipitate production is expected to further increase toward the combined expansion target, including the new SPP, of approximately 20% of contained nickel and cobalt and is expected to fill the refinery to nameplate capacity to maximize profitability from the joint venture’s own mine feed, displacing lower margin third-party feeds and increasing overall finished nickel and cobalt production.

Strategic developments

Sherritt, through its MHP Project, is advancing a flowsheet to convert nickel intermediates via midstream processing to produce high-purity nickel and cobalt sulphates, two fundamental feedstock materials for the electric vehicle supply chain.

During the quarter, Sherritt continued to advance engineering and process flowsheet development, to enhance and derisk the flowsheet which already yielded very positive results for metal recoveries and impurity removals. Sherritt also continued its external engagement with governments, potential customers and funding partners and advancing alignment on key commercial and project parameters including identifying optimal site locations by the year end.

A continuous solvent extraction (“SX”) pilot commenced in October and this phase of engineering and process development work is expected to be completed by year end.

Power

For the three months ended

For the nine months ended

$ millions (33 ⅓% basis), except as otherwise noted

2024
September 30

2023
September 30

Change

2024
September 30

2023
September 30

Change

FINANCIAL HIGHLIGHTS

Revenue

$

12.9

$

11.9

8%

$

36.7

$

33.1

11%

Cost of sales

10.9

5.7

91%

24.2

15.6

55%

Earnings from operations

0.4

5.6

(93%)

8.7

14.8

(41%)

Adjusted EBITDA(1)

1.1

6.2

(82%)

10.5

16.6

(37%)

CASH FLOW

Cash (used) provided by continuing operations for operating activities(1)

$

(8.6)

$

2.8

(407%)

$

(6.7)

$

9.5

(171%)

Free cash flow(1)

(8.9)

2.2

(505%)

(11.1)

7.6

(246%)

PRODUCTION AND SALES

Electricity (GWh(2))

230

190

21%

645

520

24%

AVERAGE-REALIZED PRICE(1)

Electricity ($/MWh(2))

$

51.85

$

56.30

(8%)

$

51.70

$

57.23

(10%)

UNIT OPERATING COSTS(1)

Electricity ($/MWh)

44.95

27.06

66%

35.26

27.07

30%

SPENDING ON CAPITAL(1)

Sustaining

$

(1.5)

$

0.6

(350%)

$

2.6

$

1.9

37%

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(1)

Non-GAAP financial measures. For additional information see the Non-GAAP and other financial measures section of this press release.

(2)

Gigawatt hours (“GWh”), Megawatt hours (“MWh”).

Revenue for Q3 2024 was $12.9 million which is up 8% compared to Q3 2023 primarily due to higher production on better equipment availability.

Unit operating costs(1) for Q3 2024 were $44.95/MWh compared to $27.06/MWh in Q3 2023 reflecting the higher planned maintenance work on three gas turbines that began in the second quarter of 2024 and which has now been completed. In part, the maintenance was required to also bring online another gas turbine to process additional gas being received as a result of the new wells that Power brought into production. The maintenance work and related spend was successfully funded by Energas through the Moa Swap and was incorporated into Sherritt’s 2024 Power division guidance which remains unchanged. With the maintenance work now complete, Sherritt expects higher equipment availability to translate into higher production and dividends to Sherritt.

As a key partner in supporting the Cuban government’s plans to increase power production, Sherritt continues to work with its Cuban partners to increase gas supply for additional electricity production. During the third quarter, a new well was drilled and was put into production in early October. This key development marks the third new well going into production since the second quarter of 2023, contributing to the improved utilization rates in the Corporation’s Power division, the significantly higher levels of electricity production and the increased levels of dividends in Canada expected going forward.

Power recognized a recovery in spending on capital(1) of $1.5 million in Q3 2024 on previously capitalized inventory amounts that were expensed in the period. For the nine months ended September 30, 2024 spending on capital was $2.6 million, primarily driven by planned maintenance activities completed in the year. Sustaining spending on capital(1) to September 30, 2024 is in line with annual guidance.

Given its strong operating performance during 2024, Energas generated sufficient liquidity to distribute to Sherritt dividends in Canada of $0.9 million and $6.0 million in the three and nine months ended September 30, 2024, respectively. Based on 2024 guidance estimates for production volumes, unit operating costs(1) and spending on capital(1) disclosed in the Outlook section of the MD&A, Sherritt continues to expect total dividends in Canada from Energas of approximately $10.0 million in 2024. Refer to the risks related to Sherritt’s corporate structure in the Corporation’s 2023 Annual Information Form for further information on risks related to dividends in Canada from Energas.

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(1)

Non-GAAP financial measures. For additional information see the Non-GAAP and other financial measures section of this press release.

OUTLOOK

2024 guidance for production volumes, unit operating costs and spending on capital remains unchanged.

CONFERENCE CALL AND WEBCAST

Sherritt will hold its conference call and webcast October 31, 2024 at 10:00 a.m. Eastern Time to review its third quarter 2024 results. Dial-in and webcast details are as follows:

North American callers, please dial:

1 (800) 717-1738 Passcode: 71533

International callers, please dial:

1 (289) 514-5100 Passcode: 71533

Live webcast:

www.sherritt.com

Please dial in 15 minutes before the start of the call to secure a line. Alternatively, listeners can access the conference call and presentation via the webcast available on Sherritt’s website.

An archive of the webcast and replay of the conference call will also be available on the website.

FINANCIAL STATEMENTS AND MANAGEMENT’S DISCUSSION AND ANALYSIS (“MD&A”)

Sherritt’s condensed consolidated financial statements and MD&A for the three and nine months ended September 30, 2024 are available at www.sherritt.com or on SEDAR+ at www.sedarplus.ca. and should be read in conjunction with this news release. Financial and operating data can also be viewed in the investor relations section of Sherritt’s website.

NON-GAAP AND OTHER FINANCIAL MEASURES

Management uses the following non-GAAP and other financial measures in this press release and other documents: combined revenue, adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”), average-realized price, unit operating cost/net direct cash cost (NDCC), adjusted net earnings/loss from continuing operations, adjusted net earnings/loss from continuing operations per share, spending on capital, combined cash provided (used) by continuing operations for operating activities and combined free cash flow.

Management uses these measures to monitor the financial performance of the Corporation and its operating divisions and believes these measures enable investors and analysts to compare the Corporation’s financial performance with its competitors and/or evaluate the results of its underlying business. These measures are intended to provide additional information, not to replace International Financial Reporting Standards (“IFRS”) measures, and do not have a standard definition under IFRS and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. As these measures do not have a standardized meaning, they may not be comparable to similar measures provided by other companies.

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The non-GAAP and other financial measures are reconciled to their most directly comparable IFRS measures in the Appendix below.

ABOUT SHERRITT INTERNATIONAL CORPORATION

Sherritt is a world leader in using hydrometallurgical processes to mine and refine nickel and cobalt – metals deemed critical for the energy transition. Sherritt’s Moa Joint Venture has a current estimated mine life of 25 years and has embarked on an expansion program focused on increasing annual mixed sulphide precipitate production by approximately 20% of contained nickel and cobalt. The Corporation’s Power division, through its ownership in Energas S.A., is the largest independent energy producer in Cuba with installed electrical generating capacity of 506 MW, representing approximately 10% of the national electrical generating capacity in Cuba. The Energas facilities are comprised of two combined cycle plants that produce low-cost electricity from one of the lowest carbon emitting sources of power in Cuba. Sherritt’s common shares are listed on the Toronto Stock Exchange under the symbol “S”.

FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking statements. Forward-looking statements can generally be identified by the use of statements that include such words as “believe”, “expect”, “anticipate”, “intend”, “plan”, “forecast”, “likely”, “may”, “will”, “could”, “should”, “suspect”, “outlook”, “potential”, “projected”, “continue” or other similar words or phrases. Specifically, forward-looking statements in this document include, but are not limited to, statements regarding strategies, plans and estimated production amounts resulting from expansion of mining operations at the Moa Joint Venture; growing and increasing nickel and cobalt production; the Moa Joint Venture expansion program update as it relates to the Processing Plant; statements set out in the “Outlook” section of this press release; certain expectations regarding production volumes and increases, inventory levels, operating costs, capital spending and intensity; sales volumes; revenue, costs and earnings; the availability of additional gas supplies to be used for power generation; the amount and timing of dividend distributions from the Moa JV, including in the form of finished cobalt or cash under the Cobalt Swap, including management’s efforts to maximize dividend distribution; the amount and timing of dividend distributions from Energas; growing shareholder value; expected annualized employee and other Corporate office-related cost savings; sufficiency of working capital management and capital project funding; strengthening the Corporation’s capital structure and amounts of certain other commitments.

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Forward-looking statements are not based on historical facts, but rather on current expectations, assumptions and projections about future events, including commodity and product prices and demand; the level of liquidity and access to funding; share price volatility; nickel, cobalt and fertilizer production results and realized prices; current and future demand products produced by Sherritt; global demand for electric vehicles and the anticipated corresponding demand for cobalt and nickel; revenues and net operating results; environmental risks and liabilities; compliance with applicable environmental laws and regulations; advancements in environmental and greenhouse gas (GHG) reduction technology; GHG emissions reduction goals and the anticipated timing of achieving such goals, if at all; statistics and metrics relating to Environmental, Social and Governance (ESG) matters which are based on assumptions or developing standards; environmental rehabilitation provisions; risks related to the U.S. government policy toward Cuba; current and future economic conditions in Cuba; the level of liquidity and access to funding; Sherritt share price volatility; and certain corporate objectives, goals and plans for 2024. By their nature, forward-looking statements require the Corporation to make assumptions and are subject to inherent risks and uncertainties. There is significant risk that predictions, forecasts, conclusions or projections will not prove to be accurate, that the assumptions may not be correct and that actual results may differ materially from such predictions, forecasts, conclusions or projections.

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. These risks, uncertainties and other factors include, but are not limited to, commodity risks related to the production and sale of nickel cobalt and fertilizers; security market fluctuations and price volatility; level of liquidity of Sherritt, including access to capital and financing; the ability of the Moa Joint Venture to pay dividends; the risk to Sherritt’s entitlements to future distributions (including pursuant to the Cobalt Swap) from the Moa JV; risks related to Sherritt’s operations in Cuba; risks related to the U.S. government policy toward Cuba, including the U.S. embargo on Cuba and the Helms-Burton legislation; political, economic and other risks of foreign operations, including the impact of geopolitical events on global prices for nickel, cobalt, fertilizers, or certain other commodities; 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; risk of future non-compliance with debt restrictions and covenants; 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; uncertainty about the pace of technological advancements required in relation to achieving ESG targets; risks to information technologies systems and cybersecurity; identification and management of growth opportunities; the ability to replace depleted mineral reserves; risks associated with the Corporation’s joint venture partners; variability in production at Sherritt’s operations in Cuba; risks associated with mining, processing and refining activities; risks associated with the operation of large projects generally; risks related to the accuracy of capital and operating cost estimates; the possibility of equipment and other failures; potential interruptions in transportation; uncertainty of gas supply for electrical generation; reliance on key personnel and skilled workers; growth opportunity risks; uncertainty of resources and reserve estimates; the potential for shortages of equipment and supplies, including diesel; supplies quality issues; risks related to the Corporation’s corporate structure; foreign exchange and pricing risks; credit risks; competition in product markets; 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; bribery and corruption risks, including failure to comply with the Corruption of Foreign Public Officials Act or applicable local anti-corruption law; the ability to accomplish corporate objectives, goals and plans for 2024; and the ability to meet other factors listed from time to time in the Corporation’s continuous disclosure documents.

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The Corporation, together with its Moa Joint Venture, is pursuing a range of growth and expansion opportunities, including without limitation, process technology solutions, development projects, commercial implementation opportunities, life of mine extension opportunities and the conversion of mineral resources to reserves. In addition to the risks noted above, factors that could, alone or in combination, prevent the Corporation from successfully achieving these opportunities may include, without limitation: identifying suitable commercialization and other partners; successfully advancing discussions and successfully concluding applicable agreements with external parties and/or partners; successfully attracting required financing; successfully developing and proving technology required for the potential opportunity; successfully overcoming technical and technological challenges; successful environmental assessment and stakeholder engagement; successfully obtaining intellectual property protection; successfully completing test work and engineering studies, prefeasibility and feasibility studies, piloting, scaling from small scale to large scale production, procurement, construction, commissioning, ramp-up to commercial scale production and completion; and securing regulatory and government approvals. There can be no assurance that any opportunity will be successful, commercially viable, completed on time or on budget, or will generate any meaningful revenues, savings or earnings, as the case may be, for the Corporation. In addition, the Corporation will incur costs in pursuing any particular opportunity, which may be significant.

Readers are cautioned that the foregoing list of factors is not exhaustive and 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 and nine months ended September 30, 2024 and the Annual Information Form of the Corporation dated March 21, 2024 for the period ending December 31, 2023, which is available on SEDAR+ at www.sedarplus.ca.

The Corporation may, from time to time, make oral forward-looking statements. The Corporation advises that the above paragraph and the risk factors described in this press release and in the Corporation’s other documents filed with the Canadian securities authorities should be read for a description of certain factors that could cause the actual results of the Corporation to differ materially from those in the oral forward-looking statements. 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.

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APPENDIX – NON-GAAP AND OTHER FINANCIAL MEASURES

Management uses the measures below to monitor the financial performance of the Corporation and its operating divisions and believes these measures enable investors and analysts to compare the Corporation’s financial performance with its competitors and/or evaluate the results of its underlying business. These measures are intended to provide additional information, not to replace IFRS measures, and do not have a standard definition under IFRS and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. As these measures do not have a standardized meaning, they may not be comparable to similar measures provided by other companies.

The non-GAAP and other financial measures are reconciled to the most directly comparable IFRS measure as presented in the consolidated financial statements for the three and nine months ended September 30, 2024.

Combined revenue

The Corporation uses combined revenue as a measure to help management assess the Corporation’s financial performance across its core operations. Combined revenue includes the Corporation’s consolidated revenue, less Oil and Gas revenue, and includes the revenue of the Moa JV within the Metals reportable segment on a 50% basis. Revenue of the Moa JV is included in share of earnings of Moa Joint Venture, net of tax, as a result of the equity method of accounting and excluded from the Corporation’s consolidated revenue.

Revenue at Oil and Gas is excluded from Combined revenue as the segment is not currently exploring for or producing oil and gas and its revenue relate to ancillary drilling services, provided to a customer and CUPET, which is not reflective of the Corporation’s core operating activities or revenue generation potential. The exclusion of revenue at Oil and Gas from Combined revenue represented a change in the composition of Combined revenue during the three months ended December 31, 2023 to better reflect the Corporation’s core operating activities and revenue generation potential and the prior year measure has been restated for comparative purposes.

Management uses this measure to reflect the Corporation’s economic interest in its operations prior to the application of equity accounting to help allocate financial resources and provide investors with information that it believes is useful in understanding the scope of Sherritt’s business, based on its economic interest, irrespective of the accounting treatment.

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The table below reconciles combined revenue to revenue per the financial statements:

For the three months ended

For the nine months ended

$ millions

2024
September 30

2023
September 30

Change

2024
September 30

2023
September 30

Change

Revenue by reportable segment

Metals(1)

$

112.6

$

115.7

(3%)

$

378.3

$

477.8

(21%)

Power

12.9

11.9

8%

36.7

33.1

11%

Corporate and Other

0.9

0.4

125%

2.3

1.5

53%

Combined revenue

$

126.4

$

128.0

(1%)

$

417.3

$

512.4

(19%)

Adjustment for Moa Joint Venture

(96.9)

(96.0)

(318.9)

(334.5)

Adjustment for Oil and Gas

3.4

4.4

14.7

10.6

Financial statement revenue

$

32.9

$

36.4

(10%)

$

113.1

$

188.5

(40%)

(1)

Revenue of Metals for the three months ended September 30, 2024 is composed of revenue recognized by the Moa JV of $96.9 million (50% basis), which is equity-accounted and included in share of earnings of Moa JV, net of tax, coupled with revenue recognized by Fort Site of $14.7 million and Metals Marketing of $1.0 million, both of which are included in consolidated revenue (for the three months ended September 30, 2023 – $96.0 million, $8.9 million and $10.8 million, respectively). Revenue of Metals for the nine months ended September 30, 2024 is composed of revenue recognized by the Moa JV of $318.9 million (50% basis), coupled with revenue recognized by Fort Site of $55.5 million and Metals Marketing of $3.9 million (for the nine months ended September 30, 2023 – $334.5 million, $62.6 million and $80.7 million, respectively).

Adjusted EBITDA

The Corporation defines Adjusted EBITDA as (loss) earnings from operations and joint venture, which excludes net finance expense, income tax expense and loss from discontinued operations, net of tax, as reported in the financial statements for the period, adjusted for: depletion, depreciation and amortization; impairment losses on non-current non-financial assets and investments; and gains or losses on disposal of property, plant and equipment of the Corporation and the Moa JV. The exclusion of impairment losses eliminates the non-cash impact of the losses.

Earnings/loss from operations at Oil and Gas (net of depletion, depreciation and amortization, if applicable) is deducted from/added back to Adjusted EBITDA as the segment is not currently exploring for or producing oil and gas and its financial results relate to ancillary drilling services, provided to a customer and CUPET, and environmental rehabilitation costs for legacy assets, which are not reflective of the Corporation’s core operating activities or cash generation potential. The adjustment for earnings/loss from operations at Oil and Gas (net of depletion, depreciation and amortization, if applicable) represented a change in the composition of Adjusted EBITDA during the three months ended December 31, 2023 to better reflect the Corporation’s core operating activities and cash generation potential and the prior year measure has been restated for comparative purposes.

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Management uses Adjusted EBITDA internally to evaluate the cash generation potential of Sherritt’s operating divisions on a combined and segment basis as an indicator of ability to fund working capital needs, meet covenant obligations, service debt and fund capital expenditures, as well as provide a level of comparability to similar entities. Management believes that Adjusted EBITDA provides useful information to investors in evaluating the Corporation’s operating results in the same manner as management and the Board of Directors.

The tables below reconcile (loss) earnings from operations and joint venture per the financial statements to Adjusted EBITDA:

$ millions, for the three months ended September 30

2024

Metals(1)

Power

Oil and
Gas

Corporate
and
Other

Adjustment
for Moa
Joint
Venture

Total

Earnings (loss) from operations and joint venture

per financial statements

$

0.8

$

0.4

$

1.1

$

(5.7)

$

1.1

$

(2.3)

Add (deduct):

Depletion, depreciation and amortization

2.4

0.7

0.2

3.3

Oil and Gas earnings from operations, net of

depletion, depreciation and amortization

(1.1)

(1.1)

Adjustments for share of earnings of Moa Joint Venture:

Depletion, depreciation and amortization

11.7

11.7

Impairment of property, plant and equipment

Net finance expense

1.4

1.4

Income tax expense

(2.5)

(2.5)

Adjusted EBITDA

$

14.9

$

1.1

$

$

(5.5)

$

$

10.5

$ millions, for the three months ended September 30

2023

(Restated)

Metals(1)

Power

Oil and
Gas

Corporate
and
Other

Adjustment
for Moa
Joint
Venture

Total

(Loss) earnings from operations and joint venture

per financial statements

$

(14.9)

$

5.6

$

(7.0)

$

(7.9)

$

0.4

$

(23.8)

Add (deduct):

Depletion, depreciation and amortization

2.2

0.6

0.1

0.3

3.2

Oil and Gas earnings from operations, net of

depletion, depreciation and amortization

6.9

6.9

Adjustments for share of earnings of Moa Joint Venture:

Depletion, depreciation and amortization

10.4

10.4

Impairment of property, plant and equipment

1.5

1.5

Net finance income

(2.8)

(2.8)

Income tax expense

2.4

2.4

Adjusted EBITDA

$

(0.8)

$

6.2

$

$

(7.6)

$

$

(2.2)

$ millions, for the nine months ended September 30

2024

Metals(2)

Power

Oil and
Gas

Corporate
and
Other

Adjustment
for Moa
Joint
Venture

Total

(Loss) earnings from operations and joint venture

per financial statements

$

(17.5)

$

8.7

$

0.5

$

(19.6)

$

1.3

$

(26.6)

Add:

Depletion, depreciation and amortization

7.7

1.8

0.1

0.7

10.3

Oil and Gas loss from operations, net of

depletion, depreciation and amortization

(0.6)

(0.6)

Adjustments for share of earnings of Moa Joint Venture:

Depletion, depreciation and amortization

34.7

34.7

Impairment of property, plant and equipment

0.5

0.5

Net finance income

0.3

0.3

Income tax expense

(1.6)

(1.6)

Adjusted EBITDA

$

25.4

$

10.5

$

$

(18.9)

$

$

17.0

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$ millions, for the nine months ended September 30

2023

(Restated)

Metals(2)

Power

Oil and
Gas

Corporate
and
Other

Adjustment
for Moa
Joint
Venture

Total

Earnings (loss) from operations and joint venture

per financial statements

$

19.9

$

14.8

$

(6.9)

$

(26.5)

$

(1.3)

$

Add (deduct):

Depletion, depreciation and amortization

7.8

1.8

0.2

0.8

10.6

Oil and Gas earnings from operations, net of

depletion, depreciation and amortization

6.7

6.7

Adjustments for share of earnings of Moa Joint Venture:

Depletion, depreciation and amortization

33.1

33.1

Impairment of property, plant and equipment

1.5

1.5

Net finance income

(2.4)

(2.4)

Income tax expense

3.7

3.7

Adjusted EBITDA

$

62.3

$

16.6

$

$

(25.7)

$

$

53.2

(1)

Adjusted EBITDA of Metals for the three months ended September 30, 2024 is composed of Adjusted EBITDA at Moa JV of $8.7 million (50% basis), Adjusted EBITDA at Fort Site of $6.6 million and Adjusted EBITDA at Metals Marketing of $(0.4) million (for the three months ended September 30, 2023 – $6.4 million, $(7.7) million and $0.5 million, respectively).

(2)

Adjusted EBITDA of Metals for the nine months ended September 30, 2024 is composed of Adjusted EBITDA at Moa JV of $18.5 million (50% basis), Adjusted EBITDA at Fort Site of $8.9 million and Adjusted EBITDA at Metals Marketing of $(2.0) million (for the nine months ended September 30, 2023 – $72.2 million, $0.3 million and $(10.2) million, respectively).

Average-realized price

Average-realized price is generally calculated by dividing revenue by sales volume for the given product in a given segment. The average-realized price for power excludes by-product and other revenue, as this revenue is not earned directly for power generation. Transactions by a Moa JV marketing company, included in other revenue, are excluded.

Management uses this measure, and believes investors use this measure, to compare the relationship between the revenue per unit and direct costs on a per unit basis in each reporting period for nickel, cobalt, fertilizer and power and provide comparability with other similar external operations.

Average-realized price for fertilizer is the weighted-average realized price of ammonia and various ammonium sulphate products.

Average-realized price for nickel and cobalt are expressed in Canadian dollars per pound sold, while fertilizer is expressed in Canadian dollars per tonne sold and electricity is expressed in Canadian dollars per megawatt hour sold.

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The tables below reconcile revenue per the financial statements to average-realized price:

$ millions, except average-realized price and sales volume, for the three months ended September 30

2024

Metals

Nickel

Cobalt

Fertilizer

Power

Other(1)

Adjustment
for Moa Joint
Venture

Total

Revenue per financial statements

$

78.8

$

11.5

$

13.6

$

12.9

$

13.0

$

(96.9)

$

32.9

Adjustments to revenue:

By-product and other revenue

(1.0)

Revenue for purposes of average-realized price calculation

78.8

11.5

13.6

11.9

Sales volume for the period

7.8

0.9

31.2

230

Volume units

Millions of

Millions of

Thousands

Gigawatt

pounds

pounds

of tonnes

hours

Average-realized price(2)(3)(4)

$

10.11

$

12.42

$

434.58

$

51.85

$ millions, except average-realized price and sales volume, for the three months ended September 30

2023

Metals

Nickel

Cobalt

Fertilizer

Power

Other(1)

Adjustment
for Moa Joint
Venture

Total

Revenue per financial statements

$

78.6

$

20.4

$

8.3

$

11.9

$

13.2

$

(96.0)

$

36.4

Adjustments to revenue:

By-product and other revenue

(1.2)

Revenue for purposes of average-realized price calculation

78.6

20.4

8.3

10.7

Sales volume for the period

6.3

1.2

21.4

190

Volume units

Millions of

Millions of

Thousands

Gigawatt

pounds

pounds

of tonnes

hours

Average-realized price(2)(3)(4)

$

12.54

$

17.64

$

389.43

$

56.30

$ millions, except average-realized price and sales volume, for the nine months ended September 30

2024

Metals

Nickel

Cobalt

Fertilizer

Power

Other(1)

Adjustment
for Moa Joint
Venture

Total

Revenue per financial statements

$

260.6

$

35.4

$

58.3

$

36.7

$

41.0

$

(318.9)

$

113.1

Adjustments to revenue:

By-product and other revenue

(3.4)

Revenue for purposes of average-realized price calculation

260.6

35.4

58.3

33.3

Sales volume for the period

25.0

2.6

115.8

645

Volume units

Millions of

Millions of

Thousands

Gigawatt

pounds

pounds

of tonnes

hours

Average-realized price(2)(3)(4)

$

10.41

$

13.70

$

503.33

$

51.70

$ millions, except average-realized price and sales volume, for the nine months ended September 30

2023

Metals

Nickel

Cobalt

Fertilizer

Power

Other(1)

Adjustment
for Moa Joint
Venture

Total

Revenue per financial statements

$

295.5

$

89.6

$

70.2

$

33.1

$

34.6

$

(334.5)

$

188.5

Adjustments to revenue:

By-product and other revenue

(3.3)

Revenue for purposes of average-realized price calculation

295.5

89.6

70.2

29.8

Sales volume for the period

20.7

5.2

114.7

520

Volume units

Millions of

Millions of

Thousands

Gigawatt

pounds

pounds

of tonnes

hours

Average-realized price(2)(3)(4)

$

14.29

$

17.51

$

612.73

$

57.23

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(1)

Other revenue includes revenue from the Oil and Gas and Corporate and Other reportable segments.

(2)

Average-realized price may not calculate exactly based on amounts presented due to foreign exchange and rounding.

(3)

Power, average-realized price per MWh.

(4)

Fertilizer, average-realized price per tonne.

Unit operating cost/Net direct cash cost

With the exception of Metals, which uses NDCC, unit operating cost is generally calculated by dividing cost of sales as reported in the financial statements, less depreciation, depletion and amortization in cost of sales, the impact of impairment losses, gains and losses on disposal of property, plant, and equipment and exploration and evaluation assets and certain other non-production related costs, by the number of units sold.

Metals’ NDCC is calculated by dividing cost of sales, as reported in the financial statements, adjusted for the following: depreciation, depletion, amortization and impairment losses in cost of sales; cobalt by-product, fertilizer and other revenue; cobalt gain/loss; and other costs primarily related to the impact of opening and closing inventory values, by the number of finished nickel pounds sold in the period.

Unit operating costs for nickel and electricity are key measures that management and investors uses to monitor performance. NDCC of nickel is a widely-used performance measure for nickel producers. Management uses unit operating costs/NDCC to assess how well the Corporation’s producing mine and power facilities are performing and to assess overall production efficiency and effectiveness internally across periods and compared to its competitors.

Unit operating cost (NDCC) for nickel is expressed in U.S. dollars per pound sold, while electricity is expressed in Canadian dollars per megawatt hour sold.

The tables below reconcile cost of sales per the financial statements to unit operating cost/NDCC:

$ millions, except unit cost and sales volume, for the three months ended September 30

2024

Metals

Power

Other(1)

Adjustment
for Moa
Joint Venture

Total

Cost of sales per financial statements

$

110.1

$

10.9

$

2.8

$

(98.4)

$

25.4

Less:

Depletion, depreciation and amortization in cost of sales

(14.1)

(0.6)

96.0

10.3

Adjustments to cost of sales:

Cobalt by-product, fertilizer and other revenue

(33.8)

Impact of opening/closing inventory and other(2)

(6.3)

Cost of sales for purposes of unit cost calculation

55.9

10.3

Sales volume for the period

7.8

230

Volume units

Millions of

Gigawatt

pounds

hours

Unit operating cost(3)(4)

$

7.17

$

44.95

Unit operating cost (US$ per pound) (NDCC)(5)

$

5.16

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$ millions, except unit cost and sales volume, for the three months ended September 30

2023

Metals

Power

Other(1)

Adjustment
for Moa
Joint Venture

Total

Cost of sales per financial statements

$

128.1

$

5.7

$

15.1

$

(98.9)

$

50.0

Less:

Depletion, depreciation and amortization in cost of sales

(12.5)

(0.6)

115.6

5.1

Adjustments to cost of sales:

Cobalt by-product, fertilizer and other revenue

(37.1)

Cobalt gain

(0.3)

Impact of opening/closing inventory and other(2)

(18.2)

Cost of sales for purposes of unit cost calculation

60.0

5.1

Sales volume for the period

6.3

190

Volume units

Millions of

Gigawatt

pounds

hours

Unit operating cost(3)(4)

$

9.56

$

27.06

Unit operating cost (US$ per pound) (NDCC)(5)

$

7.24

$ millions, except unit cost and sales volume, for the nine months ended September 30

2024

Metals

Power

Other(1)

Adjustment
for Moa
Joint Venture

Total

Cost of sales per financial statements

$

385.7

$

24.2

$

15.7

$

(330.9)

$

94.7

Less:

Depletion, depreciation and amortization in cost of sales

(42.4)

(1.5)

343.3

22.7

Adjustments to cost of sales:

Cobalt by-product, fertilizer and other revenue

(117.7)

Impact of opening/closing inventory and other(2)

(17.8)

Cost of sales for purposes of unit cost calculation

207.8

22.7

Sales volume for the period

25.0

645

Volume units

Millions of

Gigawatt

pounds

hours

Unit operating cost(3)(4)

$

8.30

$

35.26

Unit operating cost (US$ per pound) (NDCC)(5)

$

6.10

$ millions, except unit cost and sales volume, for the nine months ended September 30

2023

Metals

Power

Other(1)

Adjustment
for Moa
Joint Venture

Total

Cost of sales per financial statements

$

454.8

$

15.6

$

29.2

$

(294.2)

$

205.4

Less:

Depletion, depreciation and amortization in cost of sales

(40.7)

(1.5)

414.1

14.1

Adjustments to cost of sales:

Cobalt by-product, fertilizer and other revenue

(182.3)

Cobalt gain

(2.7)

Impact of opening/closing inventory and other(2)

(35.3)

Cost of sales for purposes of unit cost calculation

193.8

14.1

Sales volume for the period

20.7

520

Volume units

Millions of

Gigawatt

pounds

hours

Unit operating cost(3)(4)

$

9.37

$

27.07

Unit operating cost (US$ per pound) (NDCC)(5)

$

6.97

(1)

Other is composed of the cost of sales of the Oil and Gas and Corporate and Other reportable segments.

(2)

Other is primarily composed of royalties and other contributions, sales discounts, effect of average exchange rate changes and other non-cash items.

(3)

Unit operating cost/NDCC may not calculate exactly based on amounts presented due to foreign exchange and rounding.

(4)

Power, unit operating cost price per MWh.

(5)

Unit operating costs in US$ are converted at the average exchange rate for the period.

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Adjusted net earnings/loss from continuing operations and adjusted net earnings/loss from continuing operations per share

The Corporation defines adjusted net earnings/loss from continuing operations as net earnings/loss from continuing operations less items not reflective of the Corporation’s current or future operational performance. These adjusting items include, but are not limited to, inventory write-downs/obsolescence, impairment of assets, gains and losses on the acquisition or disposal of assets, unrealized foreign exchange gains and losses, gains and losses on financial assets and liabilities and other one-time adjustments that have not occurred in the past two years and are not expected to recur in the next two years. While some adjustments are recurring (such as unrealized foreign exchange (gain) loss and revaluations of allowances for expected credit losses (ACL)), management believes that they do not reflect the Corporation’s current or future operational performance.

Net earnings/loss from continuing operations at Oil and Gas is deducted from/added back to adjusted earnings/loss from continuing operations as the segment is not currently exploring for or producing oil and gas and its financial results relate to ancillary drilling services, provided to a customer and CUPET, and environmental rehabilitation costs for legacy assets, which are not reflective of the Corporation’s core operating activities or future operational performance. The adjustment for net earnings/loss from continuing operations at Oil and Gas represented a change in the composition of adjusted net earnings/loss from continuing operations during the three months ended December 31, 2023 to better reflect the Corporation’s core operating activities and future operational performance and the prior year measure has been restated for comparative purposes.

Adjusted net earnings/loss from continuing operations per share is defined consistent with the definition above and divided by the Corporation’s weighted-average number of common shares outstanding.

Management uses these measures internally and believes that they provide investors with performance measures with which to assess the Corporation’s current or future operational performance by adjusting for items or transactions that are not reflective of its current or future operational performance.

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The tables below reconcile net earnings (loss) from continuing operations and net earnings (loss) from continuing operations per share, both per the financial statements, to adjusted net loss from continuing operations and adjusted net loss from continuing operations per share, respectively:

2024

2023

For the three months ended September 30

$ millions

$/share

$ millions

$/share

Net earnings (loss) from continuing operations

$

1.8

$

0.00

$

(24.8)

$

(0.06)

Adjusting items:

Sherritt – Unrealized foreign exchange loss – continuing operations

0.3

(0.9)

Corporate and Other – Gain on repurchase of notes

(1.1)

Corporate and Other – Unrealized loss on nickel put options

2.6

0.01

Corporate and Other – Realized gain on nickel put options

(3.4)

(0.01)

Metals – Moa JV – Impairment of property, plant and equipment

1.5

Metals – Moa JV – Inventory write-down/obsolescence

1.6

Metals – Fort Site – Inventory write-down

7.3

0.02

Metals – Metals Marketing – Cobalt gain

0.3

Power – Gain on revaluation of GNC receivable

(15.5)

(0.04)

(5.0)

(0.01)

Power – Loss on revaluation of Energas payable

4.0

0.01

0.5

Oil and Gas – Net (earnings) loss from continuing operations, net of

unrealized foreign exchange gain/loss

(1.1)

7.0

0.02

Total adjustments, before tax

$

(14.2)

$

(0.03)

$

12.3

$

0.03

Tax adjustments

0.9

0.4

Adjusted net loss from continuing operations

$

(11.5)

$

(0.03)

$

(12.1)

$

(0.03)

2024

2023

For the nine months ended September 30

$ millions

$/share

$ millions

$/share

Net loss from continuing operations

$

(50.6)

$

(0.13)

$

(10.9)

$

(0.03)

Adjusting items:

Sherritt – Unrealized foreign exchange loss – continuing operations

0.3

0.2

Sherritt’s share – Severance related to restructuring

3.5

0.01

Corporate and Other – Unrealized gain on nickel put options

(0.8)

Corporate and Other – Realized gain on nickel put options

(3.4)

(0.01)

Corporate and Other – Gain on repurchase of notes

(1.8)

(3.5)

(0.01)

Metals – Moa JV – Impairment of property, plant and equipment

0.5

1.5

Metals – Moa JV – Inventory write-down/obsolescence

2.5

3.0

0.01

Metals – Fort Site – Inventory write-down

0.9

8.1

0.02

Metals – Metals Marketing – Inventory write-down

1.1

Metals – Metals Marketing – Cobalt gain

2.7

0.01

Power – Loss (gain) on revaluation of GNC receivable

2.9

0.01

(18.2)

(0.04)

Power – Loss on revaluation of Energas payable

8.9

0.02

Oil and Gas – Net (earnings) loss from continuing operations, net of

unrealized foreign exchange gain/loss

(0.7)

5.9

0.02

Total adjustments, before tax

$

3.9

$

0.01

$

9.7

$

0.03

Tax adjustments

0.6

0.4

Adjusted net (loss) earnings from continuing operations

$

(46.1)

$

(0.12)

$

(0.8)

$

0.00

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Spending on capital

The Corporation defines spending on capital for each segment as property, plant and equipment and intangible asset expenditures on a cash basis adjusted to the accrual basis in order to account for assets that are available for use by the Corporation and the Moa Joint Venture prior to payment and includes adjustments to accruals. The Metals segment’s spending on capital includes the Fort Site’s expenditures, plus the Corporation’s 50% share of the Moa Joint Venture’s expenditures, which is accounted for using the equity method for accounting purposes.

Combined spending on capital is the aggregate of each segment’s spending on capital or the Corporation’s consolidated property, plant and equipment and intangible asset expenditures and the property, plant and equipment and intangible asset expenditures of the Moa Joint Venture on a 50% basis, all adjusted to the accrual basis.

Combined spending on capital is used by management, and management believes this information is used by investors, to analyze the Corporation and the Moa Joint Venture’s investments in non-current assets that are held for use in the production of nickel, cobalt, fertilizers, oil and gas and power generation.

The tables below reconcile property, plant and equipment and intangible asset expenditures per the financial statements to combined spending on capital, expressed in Canadian dollars:

$ millions, for the three months ended September 30

2024

Metals

Power

Other(1)

Combined
total

Adjustment
for Moa
Joint
Venture

Total
derived from
financial
statements

Property, plant and equipment expenditures(2)

$

10.6

$

0.3

$

$

10.9

$

(9.8)

$

1.1

Intangible asset expenditures(2)

10.6

0.3

10.9

$

(9.8)

$

1.1

Adjustments:

Accrual adjustment

0.6

(1.8)

(0.1)

(1.3)

Spending on capital

$

11.2

$

(1.5)

$

(0.1)

$

9.6

$ millions, for the three months ended September 30

2023

Metals

Power

Other(1)

Combined
total

Adjustment
for Moa
Joint
Venture

Total
derived from
financial
statements

Property, plant and equipment expenditures(2)

$

13.7

$

0.6

$

0.2

$

14.5

$

(7.6)

$

6.9

Intangible asset expenditures(2)

0.1

0.1

0.1

13.7

0.6

0.3

14.6

$

(7.6)

$

7.0

Adjustments:

Accrual adjustment

2.0

2.0

Spending on capital

$

15.7

$

0.6

$

0.3

$

16.6

$ millions, for the nine months ended September 30

2024

Metals

Power

Other(1)

Combined
total

Adjustment
for Moa
Joint
Venture

Total
derived from
financial
statements

Property, plant and equipment expenditures(2)

$

27.8

$

4.4

$

$

32.2

$

(25.8)

$

6.4

Intangible asset expenditures(2)

0.2

0.2

0.2

27.8

4.4

0.2

32.4

$

(25.8)

$

6.6

Adjustments:

Accrual adjustment

0.6

(1.8)

(0.2)

(1.4)

Spending on capital

$

28.4

$

2.6

$

$

31.0

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$ millions, for the nine months ended September 30

2023

Metals

Power

Other(1)

Combined
total

Adjustment
for Moa
Joint
Venture

Total
derived from
financial
statements

Property, plant and equipment expenditures(2)

$

39.4

$

1.9

$

0.2

$

41.5

$

(26.9)

$

14.6

Intangible asset expenditures(2)

1.2

1.2

1.2

39.4

1.9

1.4

42.7

$

(26.9)

$

15.8

Adjustments:

Accrual adjustment

2.0

(0.7)

1.3

Spending on capital

$

41.4

$

1.9

$

0.7

$

44.0

(1)

Includes property, plant and equipment and intangible asset expenditures of the Oil and Gas and Corporate and Other reportable segments.

(2)

Total property, plant and equipment expenditures and total intangible asset expenditures as presented in the Corporation’s condensed consolidated statements of cash flow.

Combined cash provided (used) by continuing operations for operating activities and combined free cash flow

The Corporation defines cash provided (used) by continuing operations for operating activities by segment as cash provided (used) by continuing operations for operating activities for each segment calculated in accordance with IFRS and adjusted to remove the impact of cash provided (used) by wholly-owned subsidiaries. Combined cash provided (used) by continuing operations for operating activities is the aggregate of each segment’s cash provided (used) by continuing operations for operating activities including the Corporation’s 50% share of the Moa JV’s cash provided (used) by continuing operations for operating activities, which is accounted for using the equity method of accounting and excluded from consolidated cash provided (used) by continuing operations for operating activities.

The Corporation defines free cash flow for each segment as cash provided (used) by continuing operations for operating activities by segment, less cash expenditures on property, plant and equipment and intangible assets, including exploration and evaluation assets. Combined free cash flow is the aggregate of each segment’s free cash flow or the Corporation’s consolidated cash provided (used) by continuing operations for operating activities, less consolidated cash expenditures on property, plant and equipment and intangible assets, including exploration and evaluation assets, less distributions received from Moa JV, plus cash provided (used) by continuing operations for operating activities for the Corporation’s 50% share of the Moa JV, less cash expenditures on property, plant and equipment and intangible assets for the Corporation’s 50% share of the Moa JV.

The Corporate and Other segment’s cash used by continuing operations for operating activities is adjusted to exclude distributions received from Moa JV. Distributions from the Moa JV excluded from Corporate and Other are included in the Adjustment for Moa Joint Venture to arrive at total cash provided (used) by continuing operations for operating activities per the financial statements.

The Metals segment’s free cash flow includes the Fort Site and Metals Marketing’s free cash flow, plus the Corporation’s 50% share of the Moa JV’s free cash flow, which is accounted for using the equity method for accounting purposes.

Combined cash provided (used) by continuing operations for operating activities and combined free cash flow are used by management, and management believes this information is used by investors, to analyze cash flows generated from operations and assess its operations’ ability to provide cash or its use of cash, and in the case of combined free cash flow, after funding cash capital requirements, to service current and future working capital needs and service debt.

The tables below reconcile combined cash provided (used) by continuing operations for operating activities to cash provided (used) by continuing operations per the financial statements to combined free cash flow:

$ millions, for the three months ended September 30

2024

Metals(1)(2)

Power

Oil and
Gas

Corporate
and
Other

Combined
total

Adjustment
for Moa
Joint
Venture

Total
derived
from
financial
statements

Cash provided (used) by continuing operations for operating activities

$

34.8

$

(8.6)

$

(1.9)

$

(3.2)

$

21.1

$

(0.7)

$

20.4

Less:

Property, plant and equipment expenditures

(10.6)

(0.3)

(10.9)

9.8

(1.1)

Intangible expenditures

Free cash flow

$

24.2

$

(8.9)

$

(1.9)

$

(3.2)

$

10.2

$

9.1

$

19.3

$ millions, for the three months ended September 30

2023

(Restated)

Metals(1)(2)

Power

Oil and
Gas

Corporate
and
Other

Combined
total

Adjustment
for Moa
Joint
Venture

Total
derived
from
financial
statements

Cash provided (used) by continuing operations for operating activities

$

10.7

$

2.8

$

2.6

$

(13.2)

$

2.9

$

1.5

$

4.4

Less:

Property, plant and equipment expenditures

(13.7)

(0.6)

(0.2)

(14.5)

7.6

(6.9)

Intangible expenditures

(0.1)

(0.1)

(0.1)

Free cash flow

$

(3.0)

$

2.2

$

2.3

$

(13.2)

$

(11.7)

$

9.1

$

(2.6)

$ millions, for the nine months ended September 30

2024

Metals(3)(4)

Power

Oil and
Gas

Corporate
and
Other

Combined
total

Adjustment
for Moa
Joint
Venture

Total
derived
from
financial
statements

Cash provided (used) by continuing operations for operating activities

$

87.2

$

(6.7)

$

(20.7)

$

(28.4)

$

31.4

$

(35.8)

$

(4.4)

Less:

Property, plant and equipment expenditures

(27.8)

(4.4)

(32.2)

25.8

(6.4)

Intangible expenditures

(0.2)

(0.2)

(0.2)

Free cash flow

$

59.4

$

(11.1)

$

(20.9)

$

(28.4)

$

(1.0)

$

(10.0)

$

(11.0)

$ millions, for the nine months ended September 30

2023

(Restated)

Metals(3)(4)

Power

Oil and
Gas

Corporate
and
Other

Combined
total

Adjustment
for Moa
Joint
Venture

Total
derived
from
financial
statements

Cash provided (used) by continuing operations for operating activities

$

112.5

$

9.5

$

3.8

$

(59.9)

$

65.9

$

(19.6)

$

46.3

Less:

Property, plant and equipment expenditures

(39.4)

(1.9)

(0.2)

(41.5)

26.9

(14.6)

Intangible expenditures

(1.2)

(1.2)

(1.2)

Free cash flow

$

73.1

$

7.6

$

2.4

$

(59.9)

$

23.2

$

7.3

$

30.5

(1)

Cash provided by continuing operations for operating activities for the Moa JV, Fort Site and Metals Marketing was $0.7 million, $35.9 million and $(1.8) million, respectively, for the three months ended September 30, 2024 (September 30, 2023 – $(1.8) million, $(12.2) million and $24.7 million, respectively).

(2)

Property, plant and equipment expenditures and intangible expenditures for the Moa JV, Fort Site and Metals Marketing was $9.9 million, $0.7 million and nil, respectively, for the three months ended September 30, 2024 (September 30, 2023 – $7.5 million, $6.2 million and nil, respectively).

(3)

Cash provided by continuing operations for operating activities for the Moa JV, Fort Site and Metals Marketing was $35.8 million, $47.9 million and $3.5 million, respectively, for the nine months ended September 30, 2024 (September 30, 2023 – $51.6 million, $(17.4) million and $78.3 million, respectively).

(4)

Property, plant and equipment expenditures and intangible expenditures for the Moa JV, Fort Site and Metals Marketing was $25.9 million, $1.9 million and nil, respectively, for the nine months ended September 30, 2024 (September 30, 2023 – $26.8 million, $12.6 million and nil, respectively).

View source version on businesswire.com: https://www.businesswire.com/news/home/20241029102650/en/

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Contacts

For further investor information contact:
Tom Halton
Director, Investor Relations and Corporate Affairs
Telephone: (416) 935-2451
Toll-free: 1 (800) 704-6698
E-mail: investor@sherritt.com

Sherritt International Corporation
Bay Adelaide Centre, East Tower
22 Adelaide St. West, Suite 4220
Toronto, ON M5H 4E3
www.sherritt.com

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Bausch + Lomb Announces Third-Quarter 2024 Results

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  • Revenue of $1.196 Billion
  • GAAP Net Income Attributable to Bausch + Lomb Corporation of $4 Million
  • Adjusted EBITDA (non-GAAP)1 of $212 Million; Adjusted EBITDA excluding Acquired IPR&D (non-GAAP)1 of $227 Million
  • Revenue Grew 19% as Reported and 19% on a Constant Currency1 Basis Compared to the Third Quarter of 2023, Driven by Solid Execution and Growth Across All Segments
  • Raising Full-Year 2024 Revenue Guidance

VAUGHAN, Ontario — Bausch + Lomb Corporation (NYSE/TSX: BLCO), a leading global eye health company dedicated to helping people see better to live better, today announced its third-quarter 2024 financial results.

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“Our focus on execution continues to drive growth, with significant opportunity ahead,” said Brent Saunders, chairman and CEO, Bausch + Lomb. “We’re in the middle of multi-dimensional launch cycles around the world, covering all our businesses and targeting all our audiences.”

Select Third-Quarter Company Highlights

  • Execution story continues with broad-based growth across all segments and geographies
  • Strengthened leadership in dry eye with solid performance from MIEBO®, XIIDRA® and OTC dry eye portfolio
  • Expanded high-margin premium IOL portfolio with launch of enVista® Envy™ in Canada and U.S. Food and Drug Administration approval

Third-Quarter 2024 Revenue Performance
Total reported revenue was $1.196 billion for the third quarter of 2024, as compared to $1.007 billion in the third quarter of 2023, an increase of $189 million, or 19%. Excluding the unfavorable impact of foreign exchange of $5 million, revenue increased by approximately 19% on a constant currency1 basis compared to the third quarter of 2023.

Revenue by segment was as follows:

Third-Quarter 2024

(in millions)

Three Months Ended

September 30

Reported

Change

Reported

Change

Change at

Constant Currency1

(non-GAAP)

2024

2023

Total Bausch + Lomb Revenue

$1,196

$1,007

$189

19%

19%

Vision Care

$684

$648

$36

6%

6%

Surgical

$206

$185

$21

11%

12%

Pharmaceuticals

$306

$174

$132

76%

76%

Vision Care Segment
Vision Care segment revenue was $684 million for the third quarter of 2024, as compared to $648 million for the third quarter of 2023, an increase of $36 million, or 6%. Excluding the unfavorable impact of foreign exchange of $4 million, segment revenue increased on a constant currency1 basis by approximately 6% compared to the third quarter of 2023, primarily due to sales from the dry eye portfolio within the consumer business and SiHy Daily lenses within the contact lens business.

Surgical Segment
Surgical segment revenue was $206 million for the third quarter of 2024, as compared to $185 million for the third quarter of 2023, an increase of $21 million, or 11%. Excluding the unfavorable impact of foreign exchange of $1 million, segment revenue increased on a constant currency1 basis by approximately 12% compared to the third quarter of 2023, primarily due to increased demand for consumables, equipment and implantables, driven by the premium IOL portfolio.

Pharmaceuticals Segment
Pharmaceuticals segment revenue was $306 million for the third quarter of 2024, as compared to $174 million for the third quarter of 2023, an increase of $132 million, or 76%. Foreign exchange impact was negligible and segment revenue increased on a constant currency1 basis by approximately 76% compared to the third quarter of 2023, primarily due to incremental sales from the acquisition of XIIDRA, launch of MIEBO and growth in International Pharmaceuticals.

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Operating Results
Operating income was $43 million for the third quarter of 2024, as compared to $40 million for the third quarter of 2023, an increase of $3 million. The change was driven by the increase in gross profit contribution, partially offset by higher selling, advertising and promotion costs primarily attributable to XIIDRA and the launch of MIEBO.

Net Income
Net income attributable to Bausch + Lomb Corporation for the third quarter of 2024 was $4 million, as compared to a net loss of $84 million for the third quarter of 2023, a favorable change of $88 million. The increase was primarily due to a favorable change in income taxes and the increase in operating results noted above, partially offset by the increase in interest expense.

Adjusted net income attributable to Bausch + Lomb Corporation (non-GAAP)1 for the third quarter of 2024 was $46 million, as compared to $76 million for the third quarter of 2023, a decrease of $30 million.

Cash Flow from Operations
Cash flow from operations for the third quarter of 2024 was $154 million, as compared to cash flow from operations of $48 million for the third quarter of 2023, an increase of $106 million. Cash flow from operations was positively impacted by increased gross profit and improved working capital initiatives, partially offset by increased interest payments.

Earnings Per Share
GAAP Earnings Per Share (“EPS”) Basic and Diluted attributable to Bausch + Lomb Corporation for the third quarter of 2024 was $0.01, as compared to ($0.24) for the third quarter of 2023. Adjusted EPS attributable to Bausch + Lomb Corporation (non-GAAP)1 for the third quarter of 2024 was $0.13, as compared to $0.22 for the third quarter of 2023. Adjusted EPS attributable to Bausch + Lomb Corporation excluding Acquired IPR&D (non-GAAP)1 for the third quarter of 2024 was $0.17, as compared to $0.22 for the third quarter of 2023.

Adjusted EBITDA (non-GAAP)1
Adjusted EBITDA (non-GAAP)1 was $212 million for the third quarter of 2024, as compared to $187 million for the third quarter of 2023, an increase of $25 million, primarily due to the increase in sales, as noted above, partially offset by an investment in launch products, including MIEBO and XIIDRA. Adjusted EBITDA excluding Acquired IPR&D (non-GAAP)1 was $227 million for the third quarter of 2024, as compared to $187 million for the third quarter of 2023.

2024 Financial Outlook2
Bausch + Lomb raised revenue guidance for the full year of 2024 as follows:

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As of July 31, 2024

As of October 30, 2024

Full-year revenue

$4.700 – $4.800 billion
~16-18% constant currency growth1

$4.725 – $4.825 billion3
~16-18% constant currency growth1

Full-year Adjusted EBITDA

excluding Acquired IPR&D

(non-GAAP)1,4

$850 – $900 million

$850 – $900 million

Full-year revenue foreign

exchange headwinds

-$90 million

-$75 million3

Other than with respect to GAAP revenue, the company only provides guidance on a non-GAAP basis. The company does not provide a reconciliation of forward-looking Adjusted EBITDA excluding Acquired IPR&D (non-GAAP)1 to GAAP net income (loss) attributable to Bausch + Lomb Corporation or of forward-looking constant currency revenue growth1 to reported revenue growth, due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations. These amounts may be material and, therefore, could result in the projected GAAP measure or ratio being materially different or less than the projected non-GAAP measure or ratio. These statements represent forward-looking information and may represent a financial outlook, and actual results may vary. Please see the risks and assumptions referred to in the Forward-looking Statements section of this news release.

Balance Sheet Highlights

  • Bausch + Lomb’s cash, cash equivalents and restricted cash were $350 million at September 30, 2024
  • Basic weighted average shares outstanding for the third quarter of 2024 were 351.9 million, and diluted weighted average shares outstanding for the third quarter of 2024 were 353.9 million5

Conference Call Details

Date:

Wednesday, October 30, 2024

Time:

8:00 a.m. ET

Webcast:

https://www.webcaster4.com/Webcast/Page/2883/49633

Participant Event Dial-in:

+1 (888) 506-0062 (North America)

+1 (973) 528-0011 (International)

Participant Access Code:

331072

Replay Dial-in:

+1 (877) 481-4010 (North America)

+1 (919) 882-2331 (International)

Replay Passcode:

49633 (replay available until November 13, 2024)

About Bausch + Lomb
Bausch + Lomb is dedicated to protecting and enhancing the gift of sight for millions of people around the world – from birth through every phase of life. Its comprehensive portfolio of approximately 400 products includes contact lenses, lens care products, eye care products, ophthalmic pharmaceuticals, over-the-counter products and ophthalmic surgical devices and instruments. Founded in 1853, Bausch + Lomb has a significant global research and development, manufacturing and commercial footprint with approximately 13,000 employees and a presence in nearly 100 countries. Bausch + Lomb is headquartered in Vaughan, Ontario, with corporate offices in Bridgewater, New Jersey. For more information, visit www.bausch.com and connect with us on X, LinkedIn, Facebook and Instagram.

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Forward-looking Statements
This news release contains forward-looking information and statements within the meaning of applicable securities laws (collectively, “forward-looking statements”), which may generally be identified by the use of the words “anticipates,” “hopes,” “expects,” “intends,” “plans,” “projects,” “predicts,” “forecasts,” “should,” “could,” “would,” “may,” “might,” “will,” “strive,” “believes,” “estimates,” “potential,” “target,” “guidance,” “outlook,” or “continue” and positive and negative variations or similar expressions and phrases or statements that certain actions, events or results may, could, should or will be achieved, received or taken, or will occur or result, and similar such expressions also identify forward-looking information. Forward-looking statements include statements regarding Bausch + Lomb’s future prospects and performance, including the company’s 2024 full-year guidance. These forward-looking statements, including the company’s full-year guidance, are based upon the current expectations and beliefs of management and are provided for the purpose of providing additional information about such expectations and beliefs, and readers are cautioned that these statements may not be appropriate for other purposes. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include, but are not limited to, the risks and uncertainties discussed in Bausch + Lomb’s filings with the U.S. Securities and Exchange Commission (“SEC”) and the Canadian Securities Administrators (the “CSA”) (including the company’s Annual Report on Form 10-K for the year ended Dec. 31, 2023 (which was filed with the SEC and CSA on Feb. 21, 2024) and its most recent quarterly filings), which factors are incorporated herein by reference. They also include, but are not limited to, risks and uncertainties respecting the proposed plan to separate Bausch + Lomb into an independent, publicly traded company, separate from the remainder of Bausch Health Companies Inc. (“BHC”) (the “separation”), which include, but are not limited to, the expected benefits and costs of the separation, the expected timing of completion of the separation and its terms (including the expectation that, if the separation is to be effected through the transfer of all or a portion of BHC’s remaining direct or indirect equity interest in Bausch + Lomb to its shareholders (the “distribution”), then it will be completed following the achievement of targeted debt leverage ratios, subject to receipt of applicable shareholder and other necessary approvals and other factors, including those described in BHC’s public statements), the ability to complete the distribution considering the various conditions to the completion of the distribution (some of which are outside the company’s and BHC’s control, including conditions related to regulatory matters and receipt of applicable shareholder and other approvals), the impact of any potential sales of the company’s common shares by BHC, that market or other conditions are no longer favorable to completing the transaction, that applicable shareholder, stock exchange, regulatory or other approval is not obtained on the terms or timelines anticipated or at all, business disruption during the pendency of or following the separation, diversion of management time on separation-related issues, retention of existing management team members, the reaction of customers and other parties to the separation, the structure of the distribution, the qualification of the distribution as a tax-free transaction for Canadian and/or U.S. federal income tax purposes (including whether or not an advance ruling from the Canada Revenue Agency and/or the Internal Revenue Service will be sought or obtained), the ability of the company and BHC to satisfy the conditions required to maintain the tax-free status of such distribution (some of which are beyond their control), other potential tax or other liabilities that may arise as a result of the distribution, the potential dis-synergy costs resulting from the separation, the impact of the separation on relationships with customers, suppliers, employees and other business counterparties, general economic conditions, conditions in the markets the company is engaged in, behavior of customers, suppliers and competitors, technological developments and legal and regulatory rules affecting the company’s business. In particular, the company can offer no assurance that the separation will occur at all, or that any separation will occur on the terms and timelines or in the manner anticipated by the company and BHC. They also include risks and uncertainties relating to acquisitions and other business development transactions the company may pursue and complete, such as the acquisition of XIIDRA® and certain other ophthalmology assets, including risks that the company may not realize the expected benefits of that transaction on a timely basis or at all and risks relating to increased levels of debt as a result of debt incurred to finance such transaction, including in regards to compliance with our debt covenants. Finally, they also include, but are not limited to, risks and uncertainties caused by or relating to adverse economic conditions and other macroeconomic factors, including inflation, slower growth or a potential recession, which could adversely impact our revenue, expenses and resulting margins, and economic factors over which we have no control, including inflationary pressures as a result of historically high domestic and global inflation and otherwise, interest rates, foreign currency rates, and the potential effect of such factors on revenue, expenses and resulting margins. In addition, certain material factors and assumptions have been applied in making these forward-looking statements, including, without limitation, the assumption that the risks and uncertainties outlined above will not cause actual results or events to differ materially from those described in these forward-looking statements. In addition, management has also made certain assumptions regarding our 2024 full-year guidance with respect to expectations regarding base performance growth, expectations regarding performance of certain of our key products (including XIIDRA® and MIEBO®), currency impact, run-rate dis-synergies and inflation, expectations regarding adjusted gross margin (non-GAAP), adjusted SG&A expense (non-GAAP) and the company’s ability to continue to manage such expense in the manner anticipated, adjusted tax rate and full year capex and the anticipated timing and extent of the company’s R&D expense.

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Readers are cautioned not to place undue reliance on any of these forward-looking statements. These forward-looking statements speak only as of the date hereof. Bausch + Lomb undertakes no obligation to update any of these forward-looking statements to reflect events or circumstances after the date of this news release or to reflect actual outcomes, unless required by law.

Links provided in this news release are solely for information purposes and do not constitute Bausch + Lomb affirming any forward-looking statements contained in the linked content.

Non-GAAP Information
To supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), the company uses certain non-GAAP financial measures and ratios. Management uses these non-GAAP measures and ratios as key metrics in the evaluation of the company’s performance and the consolidated financial results and, in part, in the determination of cash bonuses for its executive officers. The company believes these non-GAAP measures and ratios are useful to investors in their assessment of our operating performance and the valuation of the company. In addition, these non-GAAP measures and ratios address questions the company routinely receives from analysts and investors, and in order to assure that all investors have access to similar data, the company has determined that it is appropriate to make this data available to all investors.

These measures and ratios do not have any standardized meaning under GAAP and other companies may use similarly titled non-GAAP financial measures and ratios that are calculated differently from the way we calculate such measures and ratios. Accordingly, our non-GAAP financial measures and ratios may not be comparable to similar non-GAAP measures and ratios of other companies. We caution investors not to place undue reliance on such non-GAAP measures and ratios, but instead to consider them with the most directly comparable GAAP measures and ratios. Non-GAAP financial measures and ratios have limitations as analytical tools and should not be considered in isolation. They should be considered as a supplement to, not a substitute for, or superior to, the corresponding measures calculated in accordance with GAAP.

The reconciliations of these historic non-GAAP financial measures and ratios to the most directly comparable financial measures and ratios calculated and presented in accordance with GAAP are shown in the tables below.

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Specific Non-GAAP Measures
EBITDA, Adjusted EBITDA and Adjusted EBITDA excluding Acquired IPR&D
EBITDA (non-GAAP) is Net income (loss) attributable to Bausch + Lomb Corporation (its most directly comparable U.S. GAAP financial measure) adjusted for interest, income taxes, depreciation and amortization. Adjusted EBITDA (non-GAAP) is EBITDA (non-GAAP) further adjusted for the items described below. Management believes that Adjusted EBITDA (non-GAAP), along with the GAAP measures used by management, most appropriately reflect how the company measures the business internally and sets operational goals and incentives. In particular, the company believes that Adjusted EBITDA (non-GAAP) focuses management on the company’s underlying operational results and business performance. As a result, the company uses Adjusted EBITDA (non-GAAP) both to assess the actual financial performance of the company and to forecast future results as part of its guidance. Management believes Adjusted EBITDA (non-GAAP) is a useful measure to evaluate current performance. Adjusted EBITDA (non-GAAP) is intended to show our unleveraged, pre-tax operating results and therefore reflects our financial performance based on operational factors. In addition, cash bonuses for the company’s executive officers and other key employees are based, in part, on the achievement of certain Adjusted EBITDA (non-GAAP) targets.

Adjusted EBITDA (non-GAAP) is Net income (loss) attributable to Bausch + Lomb Corporation (its most directly comparable U.S. GAAP financial measure) adjusted for interest expense, net, (benefit from) provision for income taxes, depreciation and amortization and further adjusted for the following items:

  • Asset impairments: The company has excluded the impact of impairments of finite-lived and indefinite-lived intangible assets as such amounts are inconsistent in amount and frequency and are significantly impacted by the timing and/or size of acquisitions and divestitures. The company believes that the adjustments of these items correlate with the sustainability of the company’s operating performance. Although the company excludes impairments of intangible assets from measuring the performance of the company and its business, the company believes that it is important for investors to understand that intangible assets contribute to revenue generation.
  • Restructuring, integration and transformation costs: The company has incurred restructuring costs as it implemented certain strategies, which involved, among other things, improvements to its infrastructure and operations, internal reorganizations and impacts from the divestiture of assets and businesses. With regard to infrastructure and operational improvements which the company has taken to improve efficiencies in the businesses and facilities, these tend to be costs intended to right size the business or organization that fluctuate significantly between periods in amount, size and timing, depending on the improvement project, reorganization or transaction. Additionally, with the completion of the Bausch + Lomb IPO, as the company prepares for post-separation operations, the company is launching certain transformation initiatives that will result in certain changes to and investment in its organizational structure and operations. These transformation initiatives arise outside of the ordinary course of continuing operations and, as is the case with the company’s restructuring efforts, costs associated with these transformation initiatives are expected to fluctuate between periods in amount, size and timing. These out-of-the-ordinary-course charges include third-party advisory costs, as well as certain compensation-related costs (including costs associated with changes in our executive officers, such as the severance costs associated with the departure of the company’s former CEO and the costs associated with the appointment of the company’s current CEO). Investors should understand that the outcome of these transformation initiatives may result in future restructuring actions and certain of these charges could recur. The company believes that the adjustments of these items provide supplemental information with regard to the sustainability of the company’s operating performance, allow for a comparison of the financial results to historical operations and forward-looking guidance and, as a result, provide useful supplemental information to investors.
  • Acquisition-related costs and adjustments excluding amortization of intangible assets: The company has excluded the impact of acquisition-related costs and fair value inventory step-up resulting from acquisitions as the amounts and frequency of such costs and adjustments are not consistent and are significantly impacted by the timing and size of its acquisitions. In addition, the company excludes the impact of acquisition-related contingent consideration non-cash adjustments due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates, and the amount and frequency of such adjustments are not consistent and are significantly impacted by the timing and size of the company’s acquisitions, as well as the nature of the agreed-upon consideration.
  • Share-based compensation: The company excludes costs relating to share-based compensation. The company believes that the exclusion of share-based compensation expense assists investors in the comparisons of operating results to peer companies. Share-based compensation expense can vary significantly based on the timing, size and nature of awards granted.
  • Separation costs and separation-related costs: The company has excluded certain costs incurred in connection with activities taken to: (i) separate the Bausch + Lomb business from the remainder of BHC and (ii) register the Bausch + Lomb business as an independent publicly traded entity. Separation costs are incremental costs directly related to effectuating the separation of the Bausch + Lomb business from the remainder of BHC and include, but are not limited to, legal, audit and advisory fees, talent acquisition costs and costs associated with establishing a new Board of Directors and Audit Committee. Separation-related costs are incremental costs indirectly related to the separation of the Bausch + Lomb business from the remainder of BHC and include, but are not limited to, IT infrastructure and software licensing costs, rebranding costs and costs associated with facility relocation and/or modification. As these costs arise from events outside of the ordinary course of continuing operations, the company believes that the adjustments of these items provide supplemental information with regard to the sustainability of the company’s operating performance, allow for a comparison of the financial results to historical operations and forward-looking guidance and, as a result, provide useful supplemental information to investors.
  • Other Non-GAAP adjustments: The company also excludes certain other amounts, including IT infrastructure investment, litigation and other matters, gain/(loss) on sales of assets and certain other amounts that are the result of other, non-comparable events to measure operating performance if and when present in the periods presented. These events arise outside of the ordinary course of continuing operations. Given the unique nature of the matters relating to these costs, the company believes these items are not routine operating expenses. For example, legal settlements and judgments vary significantly, in their nature, size and frequency, and, due to this volatility, the company believes the costs associated with legal settlements and judgments are not routine operating expenses. The company believes that the exclusion of such out-of-the-ordinary-course amounts provides supplemental information to assist in the comparison of the financial results of the company from period to period and, therefore, provides useful supplemental information to investors. However, investors should understand that many of these costs could recur and that companies in our industry often face litigation.

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Adjusted EBITDA excluding Acquired In-Process Research and Development (IPR&D) (non-GAAP) is Adjusted EBITDA (non-GAAP) further adjusted to excluded Acquired IPR&D. The IPR&D expenditures represent costs directly resulting from business development transactions and not through the normal course of business. The company believes that the exclusion of such out-of-the-ordinary-course amounts provides supplemental information to assist in the comparison of the financial results of the company from period to period and, therefore, provides useful supplemental information to investors in assessing our performance. However, investors should understand that the company may enter into additional business development transactions in the future and, as a result, such Acquired IPR&D may recur in the future.

Adjusted Net Income (non-GAAP)
Adjusted net income (non-GAAP) is net income (loss) attributable to Bausch + Lomb Corporation (its most directly comparable GAAP financial measure) adjusted for asset impairments, restructuring, integration and transformation costs, acquisition-related contingent consideration, separation costs and separation-related costs and other non-GAAP adjustments, as these adjustments are described above, and further adjusted for amortization of intangible assets and acquisition-related costs and adjustments excluding amortization of intangible assets, as described below:

  • Amortization of intangible assets: The company has excluded the impact of amortization of intangible assets, as such amounts are inconsistent in amount and frequency and are significantly impacted by the timing and/or size of acquisitions. The company believes that the adjustments of these items correlate with the sustainability of the company’s operating performance. Although the company excludes the amortization of intangible assets from its non-GAAP expenses, the company believes that it is important for investors to understand that such intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in the amortization of additional intangible assets.
  • Acquisition-related costs and adjustments excluding amortization of intangible assets: In addition to the acquisition-related costs and adjustments as described above, the company has excluded the expense directly attributable to one-time commitment and structuring fees related to a bridge loan facility put in place prior to the acquisition of XIIDRA and certain other ophthalmology assets. The company excluded these costs as they are outside of the ordinary course of continuing operations and are infrequent in nature. The company believes that the exclusion of such out-of-the-ordinary-course amounts provides supplemental information to assist in the comparison of the financial results of the company from period to period and, therefore, provides useful supplemental information to investors.

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Adjusted net income (non-GAAP) excludes the impact of these certain items that may obscure trends in the company’s underlying performance. Management uses Adjusted net income (non-GAAP) for strategic decision making, forecasting future results and evaluating current performance. By disclosing this non-GAAP measure, it is management’s intention to provide investors with a meaningful, supplemental comparison of the company’s operating results and trends for the periods presented. Management believes that this measure is also useful to investors as such measure allows investors to evaluate the company’s performance using the same tools that management uses to evaluate past performance and prospects for future performance. Accordingly, the company believes that Adjusted net income (non-GAAP) is useful to investors in their assessment of the company’s operating performance and the valuation of the company. It is also noted that, in recent periods, our GAAP net income (loss) attributable to Bausch + Lomb Corporation was significantly lower than our Adjusted net income (non-GAAP).

Constant Currency
Constant currency change or constant currency revenue growth is a change in GAAP revenue (its most directly comparable GAAP financial measure) on a period-over-period basis adjusted for changes in foreign currency exchange rates. The company uses Constant Currency revenue (non-GAAP) and Constant Currency revenue Growth (non-GAAP) to assess performance of its reportable segments, and the company in total, without the impact of foreign currency exchange fluctuations. The company believes that such measures are useful to investors as they provide a supplemental period-to-period comparison. Although changes in foreign currency exchange rates are part of our business, they are not within management’s control. Changes in foreign currency exchange rates, however, can mask positive or negative trends in the underlying business performance. Constant currency impact is determined by comparing 2024 reported amounts adjusted to exclude currency impact, calculated using 2023 monthly average exchange rates, to the actual 2023 reported amounts.

Adjusted EPS (non-GAAP) and Adjusted EPS excluding Acquired IPR&D (non-GAAP)
Adjusted earnings per share or Adjusted EPS (non-GAAP) is calculated as Diluted income per share attributable to Bausch + Lomb Corporation (“GAAP EPS”) (its most directly comparable GAAP financial measure), adjusted for the per diluted share impact of each adjustment made to reconcile Net income (loss) attributable to Bausch + Lomb Corporation to Adjusted net income (non-GAAP) as discussed above. Adjusted EPS excluding Acquired IPR&D (non-GAAP) is Adjusted EPS (non-GAAP) further adjusted for the per diluted share impact of Acquired IPR&D. Like Adjusted net income (non-GAAP), Adjusted EPS (non-GAAP) and Adjusted EPS excluding Acquired IPR&D (non-GAAP) excludes the impact of certain items that may obscure trends in the company’s underlying performance on a per share basis. By disclosing this non-GAAP measure, it is management’s intention to provide investors with a meaningful, supplemental comparison of the company’s results and trends for the periods presented on a diluted share basis. Accordingly, the company believes that Adjusted EPS (non-GAAP) and Adjusted EPS excluding Acquired IPR&D (non-GAAP) are useful to investors in their assessment of the company’s operating performance, the valuation of the company and an investor’s return on investment. It is also noted that, for the periods presented, our GAAP EPS was significantly lower than our Adjusted EPS (non-GAAP) and Adjusted EPS excluding Acquired IPR&D (non-GAAP).

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© 2024 Bausch + Lomb.

FINANCIAL TABLES FOLLOW

Bausch + Lomb Corporation

Table 1

Consolidated Statements of Operations

For the Three and Nine Months Ended September 30, 2024 and 2023

(unaudited)

Three Months Ended

Nine Months Ended

September 30,

September 30,

(in millions, except per share amounts)

2024

2023

2024

2023

Revenues

Product sales

$

1,192

$

1,004

$

3,499

$

2,963

Other revenues

4

3

12

10

1,196

1,007

3,511

2,973

Expenses

Cost of goods sold (excluding amortization and impairments of intangible assets)

464

391

1,369

1,179

Cost of other revenues

1

2

2

Selling, general and administrative

511

418

1,550

1,253

Research and development

84

82

250

244

Amortization of intangible assets

72

47

220

160

Other expense, net

22

28

45

54

1,153

967

3,436

2,892

Operating income

43

40

75

81

Interest income

4

4

10

12

Interest expense

(100

)

(76

)

(301

)

(184

)

Foreign exchange and other

(5

)

(3

)

(8

)

(18

)

Loss before provision for income taxes

(58

)

(35

)

(224

)

(109

)

Benefit from (provision for) income taxes

66

(45

)

(79

)

(88

)

Net income (loss)

8

(80

)

(303

)

(197

)

Net income attributable to noncontrolling interest

(4

)

(4

)

(11

)

(9

)

Net income (loss) attributable to Bausch + Lomb Corporation

$

4

$

(84

)

$

(314

)

$

(206

)

Basic and diluted income (loss) per share attributable to Bausch + Lomb Corporation

$

0.01

$

(0.24

)

$

(0.89

)

$

(0.59

)

Basic weighted-average common shares

351.9

350.8

351.7

350.4

Diluted weighted-average common shares

353.9

350.8

351.7

350.4

Bausch + Lomb Corporation

Table 2

Reconciliation of GAAP Net Income (Loss) and Diluted Income (Loss) per Share Attributable to Bausch + Lomb Corporation to Adjusted Net Income (non-GAAP) and Adjusted Earnings Per Share (non-GAAP)

For the Three and Nine Months Ended September 30, 2024 and 2023

(unaudited)

Three Months Ended September 30,

2024

2023

(in millions, except per share amounts)

Income (Expense)

Earnings per Share Impact

Income (Expense)

Earnings per Share Impact

Net income (loss) and Diluted income (loss) per share attributable to Bausch + Lomb Corporation

$

4

$

0.01

$

(84

)

$

(0.24

)

Non-GAAP adjustments: (a)

Amortization of intangible assets

72

0.20

47

0.13

Restructuring, integration and transformation costs

18

0.05

34

0.10

Acquisition-related costs and adjustments (excluding amortization of intangible assets)

24

0.07

33

0.09

Separation costs and separation-related costs

(1

)

2

0.01

Other

3

0.01

3

0.01

Tax effect of non-GAAP adjustments

(74

)

(0.21

)

41

0.12

Total non-GAAP adjustments

42

0.12

160

0.46

Adjusted net income (non-GAAP) and Adjusted earnings per

share (non-GAAP)

$

46

$

0.13

$

76

$

0.22

Acquired IPR&D

15

0.04

Adjusted net income excluding Acquired IPR&D (non-GAAP) and Adjusted earnings per share excluding Acquired IPR&D (non-GAAP)

$

61

$

0.17

$

76

$

0.22

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Nine Months Ended September 30,

2024

2023

(in millions, except per share amounts)

Income (Expense)

Earnings per Share Impact

Income (Expense)

Earnings per Share Impact

Net loss and Diluted loss per share attributable to Bausch + Lomb Corporation

$

(314

)

$

(0.89

)

$

(206

)

$

(0.59

)

Non-GAAP adjustments: (a)

Amortization of intangible assets

220

0.62

160

0.45

Asset impairments

5

0.01

Restructuring, integration and transformation costs

73

0.21

96

0.27

Acquisition-related costs and adjustments (excluding amortization of intangible assets)

66

0.19

37

0.11

Separation costs and separation-related costs

2

0.01

7

0.02

Gain on sale of assets

(5

)

(0.01

)

Other

9

0.02

5

0.02

Tax effect of non-GAAP adjustments

59

0.17

76

0.22

Total non-GAAP adjustments

429

1.22

381

1.09

Adjusted net income (non-GAAP) and Adjusted earnings per

share (non-GAAP)

$

115

$

0.33

$

175

$

0.50

Acquired IPR&D

18

0.05

Adjusted net income excluding Acquired IPR&D (non-GAAP) and Adjusted earnings per share excluding Acquired IPR&D (non-GAAP)

$

133

$

0.38

$

175

$

0.50

(a)

The components of and further details respecting each of these non-GAAP adjustments and the financial statement line item to which each component relates can be found on Table 2a.

Bausch + Lomb Corporation

Table 2a

Reconciliation of GAAP to Non-GAAP Financial Information

For the Three and Nine Months Ended September 30, 2024 and 2023

(unaudited)

Three Months Ended

Nine Months Ended

September 30,

September 30,

(in millions)

2024

2023

2024

2023

Cost of goods sold reconciliation:

GAAP Cost of goods sold (excluding amortization and impairments of intangible assets)

$

464

$

391

$

1,369

$

1,179

Fair value inventory step-up resulting from acquisitions (a)

(21

)

(2

)

(61

)

(2

)

Adjusted cost of goods sold (excluding amortization and impairments of intangible assets) (non-GAAP)

$

443

$

389

$

1,308

$

1,177

Selling, general and administrative reconciliation:

GAAP Selling, general and administrative

$

511

$

418

$

1,550

$

1,253

Separation-related costs (b)

1

(1

)

(5

)

Transformation costs (c)

(15

)

(24

)

(53

)

(64

)

Other (d)

(2

)

2

(5

)

1

Adjusted selling, general and administrative (non-GAAP)

$

495

$

396

$

1,491

$

1,185

Research and development reconciliation:

GAAP Research and development

$

84

$

82

$

250

$

244

Separation-related costs (b)

(1

)

(1

)

(1

)

Adjusted research and development (non-GAAP)

$

84

$

81

$

249

$

243

Amortization of intangible assets reconciliation:

GAAP Amortization of intangible assets

$

72

$

47

$

220

$

160

Amortization of intangible assets (e)

(72

)

(47

)

(220

)

(160

)

Adjusted amortization of intangible assets (non-GAAP)

$

$

$

$

Other expense, net reconciliation:

GAAP Other expense, net

$

22

$

28

$

45

$

54

Litigation and other matters (d)

(1

)

(2

)

(2

)

(2

)

Restructuring and integration costs (c)

(3

)

(10

)

(20

)

(32

)

Asset impairments (f)

(5

)

Separation costs (b)

(1

)

(1

)

Acquisition-related contingent consideration (a)

(1

)

1

(2

)

Acquisition-related costs (a)

(2

)

(16

)

(3

)

(19

)

Gain on sale of assets (g)

5

Adjusted other expense, net (non-GAAP)

$

15

$

$

18

$

Interest expense reconciliation:

GAAP Interest expense

$

(100

)

$

(76

)

$

(301

)

$

(184

)

Acquisition-related financing costs (a)

16

16

Adjusted interest expense (non-GAAP)

$

(100

)

$

(60

)

$

(301

)

$

(168

)

Foreign exchange and other reconciliation:

GAAP Foreign exchange and other

$

(5

)

$

(3

)

$

(8

)

$

(18

)

Other (d)

3

2

4

Adjusted foreign exchange and other (non-GAAP)

$

(5

)

$

$

(6

)

$

(14

)

Benefit from (provision for) income taxes reconciliation:

GAAP Benefit from (provision for) income taxes

$

66

$

(45

)

$

(79

)

$

(88

)

Tax effect of non-GAAP adjustments (h)

(74

)

41

59

76

Adjusted provision for income taxes (non-GAAP)

$

(8

)

$

(4

)

$

(20

)

$

(12

)

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(a)

Represents the four components of the non-GAAP adjustment of “Acquisition-related costs and adjustments (excluding amortization of intangible assets)” (see Table 2).

(b)

Represents the three components of the non-GAAP adjustment of “Separation costs and separation-related costs” (see Table 2).

(c)

Represents the two components of the non-GAAP adjustment of “Restructuring, integration and transformation costs” (see Table 2).

(d)

Represents the three components of the non-GAAP adjustment of “Other” (see Table 2).

(e)

Represents the sole component of the non-GAAP adjustment of “Amortization of intangible assets” (see Table 2).

(f)

Represents the sole component of the non-GAAP adjustment of “Asset impairments” (see Table 2).

(g)

Represents the sole component of the non-GAAP adjustment of “Gain on sale of assets” (see Table 2).

(h)

Represents the sole component of the non-GAAP adjustment of “Tax effect of non-GAAP adjustments” (see Table 2).

Bausch + Lomb Corporation

Table 2b

Reconciliation of GAAP Net Income (Loss) to Adjusted EBITDA (non-GAAP)

For the Three and Nine Months Ended September 30, 2024 and 2023

(unaudited)

Three Months Ended

Nine Months Ended

September 30,

September 30,

(in millions)

2024

2023

2024

2023

Net income (loss) attributable to Bausch + Lomb Corporation

$

4

$

(84

)

$

(314

)

$

(206

)

Interest expense, net

96

72

291

172

(Benefit from) provision for income taxes

(66

)

45

79

88

Depreciation and amortization of intangible assets

110

82

330

266

EBITDA

144

115

386

320

Adjustments:

Asset impairments

5

Restructuring, integration and transformation costs

18

34

73

96

Acquisition-related costs and adjustments (excluding amortization of intangible assets)

24

17

66

21

Share-based compensation

24

16

65

58

Separation costs and separation-related costs

(1

)

2

2

7

Other non-GAAP adjustments:

Gain on sale of assets

(5

)

Other

3

3

9

5

Adjusted EBITDA (non-GAAP)

$

212

$

187

$

601

$

507

Acquired IPR&D

15

18

Adjusted EBITDA excluding Acquired IPR&D (non-GAAP)

$

227

$

187

$

619

$

507

Bausch + Lomb Corporation

Table 3

Constant Currency Revenue (non-GAAP) and Constant Currency Revenue Growth (non-GAAP) – by Segment

For the Three and Nine Months Ended September 30, 2024 and 2023

(unaudited)

Calculation of Constant Currency Revenue for the Three Months Ended

September 30, 2024

September 30, 2023

Change in Revenue as Reported

Change in

Constant Currency Revenue (Non-GAAP) (b)

Revenue

as

Reported

Changes in Exchange Rates (a)

Constant Currency Revenue

(Non-GAAP) (b)

Revenue

as

Reported

(in millions)

Amount

Pct.

Amount

Pct.

Vision Care

$

684

$

4

$

688

$

648

$

36

6

%

$

40

6

%

Surgical

206

1

207

185

21

11

%

22

12

%

Pharmaceuticals

306

306

174

132

76

%

132

76

%

Total revenues

$

1,196

$

5

$

1,201

$

1,007

$

189

19

%

$

194

19

%

Calculation of Constant Currency Revenue for the Nine

Months Ended

September 30, 2024

September 30, 2023

Change in Revenue as Reported

Change in

Constant Currency Revenue (Non-GAAP) (b)

Revenue

as

Reported

Changes in Exchange Rates (a)

Constant Currency Revenue

(Non-GAAP) (b)

Revenue

as

Reported

(in millions)

Amount

Pct.

Amount

Pct.

Vision Care

$

2,016

$

42

$

2,058

$

1,881

$

135

7

%

$

177

9

%

Surgical

612

6

618

563

49

9

%

55

10

%

Pharmaceuticals

883

4

887

529

354

67

%

358

68

%

Total revenues

$

3,511

$

52

$

3,563

$

2,973

$

538

18

%

$

590

20

%

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(a)

The impact for changes in foreign currency exchange rates is determined as the difference in the current period reported revenues at their current period currency exchange rates and the current period reported revenues revalued using the monthly average currency exchange rates during the comparable prior period.

(b)

To supplement the financial measures prepared in accordance with GAAP, the Company uses certain non-GAAP financial measures and ratios. For additional information about the Company’s use of such non-GAAP financial measures and ratios, refer to the “Non-GAAP Information” section in the body of the news release to which these tables are attached. Constant currency revenue (non-GAAP) for the three and nine months ended September 30, 2024 is calculated as revenue as reported adjusted for the impact for changes in exchange rates (previously defined in this news release). Change in constant currency revenue (non-GAAP) is calculated as the difference between constant currency revenue for the current period and revenue as reported for the comparative period.

_____________________________________

1

This is a non-GAAP measure or a non-GAAP ratio. For further information on non-GAAP measures and non-GAAP ratios, please refer to the “Non-GAAP Information” section of this news release. Please also refer to tables at the end of this news release for a reconciliation of this and other non-GAAP measures to the most directly comparable GAAP measure.

2

The guidance in this news release is only effective as of the date given, October 30, 2024, and will not be updated or affirmed unless and until the company publicly announces updated or affirmed guidance. Distribution or reference of this news release following October 30, 2024, does not constitute the company reaffirming guidance. See the “Forward-looking Statements” section for further information.

3

The increase in the anticipated full-year revenue is a result of strong MIEBO performance and decrease in expected currency headwinds. In addition, the company previously provided guidance of $90M estimated full-year revenue foreign exchange headwinds and the decrease in estimated full-year revenue foreign exchange headwinds is a result of the weakening of the U.S. dollar relative to other currencies.

4

Excludes 3Q YTD ~$18M in Acquired IPR&D and any potential business development transactions in 4Q24. Prior Adjusted EBITDA (non-GAAP) guidance did not include any historical or projected Acquired IPR&D, as the Company excludes Acquired IPR&D for guidance purposes; label updated accordingly.

5

Diluted weighted average shares includes the dilutive impact of options, performance based restricted stock units and restricted stock units, which are approximately 2,000,000 common shares for the 3 months ended September 30, 2024.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241030466923/en/

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Contacts

Media Contact:
T.J. Crawford
tj.crawford@bausch.com
(908) 705-2851

Investor Contact:
George Gadkowski
george.gadkowski@bausch.com
(877) 354-3705 (toll free)
(908) 927-0735

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Featured Local Savings

Sherritt Reaffirms 2024 Guidance Following the Nationwide Power Outage in Cuba

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NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TORONTO — Sherritt International Corporation (“Sherritt” or the “Corporation”) (TSX:S) today announced an update on its operations in Cuba following the nationwide power outage that began on October 18, 2024 (please refer to Sherritt’s press release dated October 21, 2024 titled “Sherritt Provides an Operational Update”). Despite the power outage and adverse weather from the tropical storm that occurred shortly after, Sherritt maintains its 2024 guidance ranges.

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The Moa nickel mine and all Energas S.A. (“Energas”) facilities returned to full operating capacity on October 27, 2024. Following the power outage, the Moa nickel mine was operating at a reduced capacity of 50% to 60% with power sourced from the mine site’s own power generating capabilities. Despite this, there was not a material impact to mixed sulphides production. Moreover, the Corporation’s refinery in Alberta had strategically built-up feed inventory earlier in the year, ensuring reliable feed throughput for finished nickel production. At Energas, operations had partially resumed by Saturday, October 19, 2024 although some temporary disruptions continued due to the complexities involving the power grid. Energas was instrumental in assisting to restore power to the Cuban national grid. The Energas facilities, which are comprised of two reliable combined cycle plants, generate low-cost electricity from domestically sourced natural gas and are among the lowest carbon emitting power sources in Cuba.

Throughout the nationwide power outage, all environmental protection and safety activities at sites in Cuba continued uninterrupted, and there were no environmental incidents or injuries reported among personnel.

About Sherritt International

Sherritt is a world leader in using hydrometallurgical processes to mine and refine nickel and cobalt – metals deemed critical for the energy transition. Sherritt’s Moa Joint Venture has a current estimated mine life of 25 years and has embarked on an expansion program focused on increasing annual mixed sulphide precipitate production by approximately 20% of contained nickel and cobalt. The Corporation’s Power division, through its ownership in Energas S.A., is the largest independent energy producer in Cuba with installed electrical generating capacity of 506 MW, representing approximately 10% of the national electrical generating capacity in Cuba. The Energas facilities are comprised of two combined cycle plants that produce low-cost electricity from one of the lowest carbon emitting sources of power in Cuba. Sherritt’s common shares are listed on the Toronto Stock Exchange under the symbol “S”.

Forward-Looking Statements

This press release contains certain forward-looking statements. Forward-looking statements can generally be identified by the use of statements that include such words as “believe”, “expect”, “anticipate”, “intend”, “plan”, “forecast”, “likely”, “may”, “will”, “could”, “should”, “suspect”, “outlook”, “potential”, “projected”, “continue” or other similar words or phrases. Specifically, forward-looking statements in this document include, but are not limited to, statements regarding, the Corporation’s 2024 guidance.

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Forward-looking statements are not based on historical facts, but rather on current expectations, assumptions and projections about future events, including commodity and product prices and demand; the level of liquidity and access to funding; share price volatility; production results; realized prices for production; earnings and revenues; global demand for electric vehicles and the anticipated corresponding demand for cobalt and nickel; the commercialization of certain proprietary technologies and services; advancements in environmental and greenhouse gas (GHG) reduction technology; GHG emissions reduction goals and the anticipated timing of achieving such goals, if at all; statistics and metrics relating to Environmental, Social and Governance (ESG) matters which are based on assumptions or developing standards; environmental rehabilitation provisions; environmental risks and liabilities; compliance with applicable environmental laws and regulations; risks related to the U.S. government policy toward Cuba; and certain corporate objectives, goals and plans for 2024. By their nature, forward-looking statements require the Corporation to make assumptions and are subject to inherent risks and uncertainties. There is significant risk that predictions, forecasts, conclusions or projections will not prove to be accurate, that the assumptions may not be correct and that actual results may differ materially from such predictions, forecasts, conclusions or projections.

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. These risks, uncertainties and other factors include, but are not limited to, uncertainty in the ability to accurately forecast the timing of operations operating at full capacity following the power outages of the Cuban national grid, security market fluctuations and price volatility; level of liquidity and the related ability of the Moa Joint Venture to pay dividends; access to capital; access to financing; the risk to Sherritt’s entitlements to future distributions (including pursuant to the Cobalt Swap) from the Moa Joint Venture, the impact of infectious diseases, the impact of global conflicts; changes in the global price for nickel, cobalt, oil, gas, fertilizers or certain other commodities; risks related to Sherritt’s operations in Cuba; risks related to the U.S. government policy toward Cuba, including the U.S. embargo on Cuba and the Helms-Burton legislation; political, economic and other risks of foreign operations; 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; 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 related to environmental liabilities including liability for reclamation costs, tailings facility failures and toxic gas releases; uncertainty about the pace of technological advancements required in relation to achieving ESG targets; risks to information technologies systems and cybersecurity; identification and management of growth opportunities; the ability to replace depleted mineral reserves; risk of future non-compliance with debt restrictions and covenants; risks associated with the Corporation’s joint venture partners; variability in production at Sherritt’s operations in Cuba; risks associated with mining, processing and refining activities; potential interruptions in transportation; uncertainty of gas supply for electrical generation; reliance on key personnel and skilled workers; growth opportunity risks; the possibility of equipment and other failures; uncertainty of resources and reserve estimates; the potential for shortages of equipment and supplies, including diesel; supplies quality issues; risks related to the Corporation’s corporate structure; risks associated with the operation of large projects generally; risks related to the accuracy of capital and operating cost estimates; foreign exchange and pricing risks; credit risks; shortage of equipment and supplies; competition in product markets; 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; bribery and corruption risks, including failure to comply with the Corruption of Foreign Public Officials Act or applicable local anti-corruption law; the ability to accomplish corporate objectives, goals and plans for 2023; and the ability to meet other factors listed from time to time in the Corporation’s continuous disclosure documents.

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In addition to the risks noted above, factors that could, alone or in combination, prevent the Corporation from successfully achieving the benefits from expansion opportunities may include, without limitation: identifying suitable commercialization and other partners; successfully advancing discussions and successfully concluding applicable agreements with external parties and/or partners; successfully attracting required financing; successfully developing and proving technology required for the potential opportunity; successfully overcoming technical and technological challenges; successful environmental assessment and stakeholder engagement; successfully obtaining intellectual property protection; successfully completing test work and engineering studies, prefeasibility and feasibility studies, piloting, scaling from small scale to large scale production; procurement, construction, commissioning, ramp-up to commercial scale production and completion; unanticipated cost increases; supply chain challenges and securing regulatory and government approvals. There can be no assurance that any opportunity will be successful, commercially viable, completed on time or on budget, or will generate any meaningful revenues, savings or earnings, as the case may be, for the Corporation. In addition, the Corporation will incur costs in pursuing any particular opportunity, which may be significant. Readers are cautioned that the foregoing list of factors is not exhaustive and 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 and six months ended June 30, 2024 and the Annual Information Form of the Corporation dated March 21, 2024 for the period ending December 31, 2023, which is available on SEDAR at www.sedarplus.ca.

The Corporation may, from time to time, make oral forward-looking statements. The Corporation advises that the above paragraph and the risk factors described in this press release and in the Corporation’s other documents filed with the Canadian securities authorities should be read for a description of certain factors that could cause the actual results of the Corporation to differ materially from those in the oral forward-looking statements. 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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241028234003/en/

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For further information, please contact:
Tom Halton
Director, Investor Relations and Corporate Affairs
Email: investor@sherritt.com
Telephone: (416) 935-2451
www.sherritt.com

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Harvest High Income Shares ETFs Announces October 2024 Distributions

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OAKVILLE, Ontario — Harvest Portfolios Group Inc. (“Harvest”) announces the following distributions for Harvest High Income Shares ETFs for the month ending October 31, 2024. The distribution will be paid on or about November 8, 2024 to unitholders of record on October 31, 2024 with an ex-dividend date of October 31, 2024.

Harvest has established a Distribution Reinvestment Plan (“DRIP”) for all classes of Harvest High Income Shares ETFs, allowing investors to easily benefit from compounding their distributions on a monthly basis. Harvest High Income Shares ETFs listed on the Toronto Stock Exchange (TSX) are eligible for the Distribution Reinvestment Plan, provided that their investment dealer supports participation in the DRIP. Investors may opt into the DRIP by contacting their investment dealer, otherwise distributions will be paid in cash.

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For additional information: Please visit www.harvestportfolios.com, e-mail info@harvestetfs.com or call toll free 1-866-998-8298.

Harvest ETFs invites you to subscribe to our monthly commentary newsletter. By subscribing through the following link, you will receive timely insights, analyses and perspectives directly to your inbox: https://harvestportfolios.com/subscribe

For media inquiries: Contact Caroline Grimont, VP Marketing at cgrimont@HarvestETFs.com

About Harvest Portfolios Group Inc.

Founded in 2009, Harvest is an independent Canadian Investment Fund Manager managing $5.1 billion in assets for Canadian Investors. At Harvest ETFs, we believe that investors can build and preserve wealth through the long-term ownership of high-quality businesses. This fundamental philosophy is at the core of our investment approach across our range of ETFs. Our core offerings center around covered call strategies, available in four variations: Equity, Enhanced, Fixed Income, and Balanced. In August 2024, we launched Harvest High Income Shares ETFs, which are designed to generate high monthly cash distributions and exposure to long-term growth through single-stock ownership.

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For Additional Information:
Website: www.harvestetfs.com
E-mail: info@harvestetfs.com
Toll free: 1-866-998-8298

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Subscribe to Our Monthly Newsletter:
https://harvestportfolios.com/subscribe/

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Follow Us on Social Media:
LinkedIn: https://www.linkedin.com/company/harvest-portfolios-group
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You will usually pay brokerage fees to your dealer if you purchase or sell shares of the investment fund on the TSX. If the shares are purchased or sold on the TSX, investors may pay more than the current net asset value when buying shares of the investment fund and may receive less than the current net asset value when selling them. There are ongoing fees and expenses associated with owning shares of an investment fund. Investment funds are not guaranteed, their values change frequently and past performance may not be repeated. An investment fund must prepare disclosure documents that contain key information about the investment fund. You can find more detailed information about the investment fund in these documents.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241024999636/en/

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Contacts

For Additional Information:
Website: www.harvestetfs.com
E-mail: info@harvestetfs.com
Toll free: 1-866-998-8298

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