TORONTO, December 27, 2024--(BUSINESS WIRE)--Sierra Metals Inc. (TSX: SMT | OTCQX: SMTSF | BVL: SMT) ("Sierra Metals" or the "Company") today announced that a majority of its shareholders have committed not to tender their shares in the event that Alpayana S.A.C. ("Alpayana") formalizes its proposed unsolicited all-cash take-over bid to acquire all of the issued and outstanding common shares of Sierra Metals for C$0.85 per share.
Following the press release issued by Alpayana on December 16, 2024, members of the Company’s Board of Directors (the "Board") and executive team have engaged in discussions with a number of concerned shareholders of the Company. Shareholders holding more than 50% of the outstanding common shares of the Company have each informed the Company that the proposed $0.85 per share bid price is inadequate and that they do not intend to support the unsolicited bid by Alpayana.
On the basis of the clear consensus among the majority of shareholders, the Company and its advisors believe that the take-over bid as announced would not succeed, and that proceeding with a formal bid would be an unproductive use of time and resources for both Alpayana and Sierra Metals.
Ernesto Balarezo, Sierra Metals’ CEO, commented: "We are very encouraged by the strong support expressed by our shareholders. They have been very clear in their view that the proposed bid price of $0.85 significantly undervalues the Company. We are confident that our shareholders recognize both the substantial progress we have made over the past two years and the tremendous potential to further enhance the value of our core assets based on initiatives already underway."
The Company has engaged BMO Capital Markets as financial advisor, Mintz LLP as legal counsel and Carson Proxy Advisors as communications advisor. The special committee of independent directors of the Board has engaged Bennett Jones as legal advisor. The Company, along with its advisors, will review a formal offer if it is received and consider other strategic options to maximize long-term value for all shareholders and stakeholders.
The Company advises shareholders to take NO action at this time.
About Sierra Metals Sierra Metals is a Canadian mining company focused on copper production with additional base and precious metals by-product credits at its Yauricocha Mine in Peru and Bolivar Mine in Mexico. The Company is intent on safely increasing production volume and growing mineral resources. Sierra Metals has recently had several new key discoveries and still has many more exciting brownfield exploration opportunities in Peru and Mexico that are within close proximity to the existing mines. Additionally, the Company has large land packages at each of its mines with several prospective regional targets providing longer-term exploration upside and mineral resource growth potential.
Forward-Looking Statements This press release contains forward-looking information within the meaning of Canadian securities legislation. Forward-looking information relates to future events or the anticipated performance of Sierra and reflect management's expectations or beliefs regarding such future events and anticipated performance based on an assumed set of economic conditions and courses of action. In certain cases, statements that contain forward-looking information can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", or "will be taken", "occur" or "be achieved" or the negative of these words or comparable terminology. By its very nature forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual performance of Sierra to be materially different from any anticipated performance expressed or implied by such forward-looking information.
Forward-looking information is subject to a variety of risks and uncertainties, which could cause actual events or results to differ from those reflected in the forward-looking information, including, without limitation, the risks described under the heading "Risk Factors" in the Company's annual information form dated March 15, 2024 for its fiscal year ended December 31, 2023 and other risks identified in the Company's filings with Canadian securities regulators, which are available at www.sedarplus.ca.
The risk factors referred to above are not an exhaustive list of the factors that may affect any of the Company's forward-looking information. Forward-looking information includes statements about the future and is inherently uncertain, and the Company's actual achievements or other future events or conditions may differ materially from those reflected in the forward-looking information due to a variety of risks, uncertainties and other factors. The Company's statements containing forward-looking information are based on the beliefs, expectations, and opinions of management on the date the statements are made, and the Company does not assume any obligation to update such forward-looking information if circumstances or management's beliefs, expectations or opinions should change, other than as required by applicable law. For the reasons set forth above, one should not place undue reliance on forward-looking information.
