SHERRITT THE NAME IN NICKEL Modeling & Financial Overview - - PowerPoint PPT Presentation

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SHERRITT THE NAME IN NICKEL Modeling & Financial Overview - - PowerPoint PPT Presentation

SHERRITT THE NAME IN NICKEL Modeling & Financial Overview November 2019 1 Forward-looking statements This presentation contains certain forward-looking statements. Forward-looking statements can generally be identified by the use of


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SHERRITT

THE NAME IN NICKEL

Modeling & Financial Overview

November 2019

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Forward-looking statements

Non-GAAP Measures Management uses combined results, Adjusted EBITDA, average-realized price, unit operating cost (NDCC), adjusted earnings, adjusted operating cash flow, free cash flow and 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 evaluate the results of its underlying business. These measures 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. For additional information and reconciliation of non-GAAP measures to the most directly comparable IFRS measure. See Sherritt’s Management’s Discussion and Analysis for further information and reconciliation of non-GAAP measures to the most directly comparable IFRS measure. This presentation 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, certain expectations regarding production volumes, operating costs and capital spending; supply, demand and pricing outlook in the nickel and cobalt markets; anticipated payments of outstanding receivables; future distributions from the Moa Joint Venture; equipment availability, drill plans and results on exploration wells; and amounts of certain other commitments. 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; development and exploration wells and enhanced oil recovery in Cuba; environmental rehabilitation provisions; availability of regulatory approvals; compliance with applicable environmental laws and regulations; debt repayments; collection of accounts receivable; and certain corporate objectives, goals and plans. 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 those 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 presentation 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, changes in the global price for nickel, cobalt, oil and gas, fertilizers or certain other commodities; security market fluctuations and price volatility; level of liquidity; access to capital; access to financing; risks related to the liquidity and funding of the Ambatovy Joint Venture; the risk to Sherritt’s entitlements to future distributions from the Moa and Ambatovy joint ventures; risk of future non-compliance with debt restrictions and covenants and mandatory repayments; uncertainty of exploration results and Sherritt’s ability to replace depleted mineral and oil and gas reserves; risks associated with the Corporation’s joint venture partners; variability in production at Sherritt’s operations in Cuba and Madagascar; 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; potential interruptions in transportation; uncertainty of gas supply for electrical generation; the Corporation’s reliance on key personnel and skilled workers; the possibility of equipment and other failures; risks associated with mining, processing and refining activities; uncertainty of resources and reserve estimates; the potential for shortages of equipment and supplies; supply quality issues; risks related to environmental liabilities including liability for reclamation costs, tailings facility failures and toxic gas releases; risks related to the Corporation’s corporate structure; political, economic and other risks of foreign

  • perations; risks related to Sherritt’s operations in Madagascar; risks associated with Sherritt’s operation of large projects generally; risks related to the accuracy of capital and operating cost estimates; foreign exchange and pricing risks;

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 and maintaining the Corporation’s social license to grow and operate; credit risks; competition in product markets; future market access; interest rate changes; risks in obtaining insurance; uncertainties in labour relations; 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; legal contingencies; risks related to the Corporation’s accounting policies; identification and management of growth opportunities; uncertainty in the ability of the Corporation to obtain government permits; risks to information technologies systems and cybersecurity; 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 2019; and the Corporation’s ability to meet other factors listed from time to time in the Corporation’s continuous disclosure documents. Readers are cautioned that the foregoing list of factors is not exhaustive and should be considered in conjunction with the risk factors described in this presentation and in the Corporation’s other documents filed with the Canadian securities authorities, including without limitation the Annual Information Form of the Corporation dated February 13, 2019 for the period ending December 31, 2018, which is available on SEDAR at www.sedar.com. 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 presentation release and in the Corporation’s 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 presentation 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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Contents

1 2 3 4 Sherritt’s corporate structure and reporting 5 How cash is generated by Sherritt Sherritt’s debt structure and repayment timelines Understanding Sherritt’s reporting – specific items Collecting overdue Cuban Energy receivables

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Before we begin….

1 2 3 All financial data is at September 30, 2019 unless noted All currency is in millions of Canadian dollars unless noted References to Moa JV and Ambatovy are based on Sherritt’s share

  • f ownership
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Understanding combined and consolidated results

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Corporate overview

  • 1. Change is based on, amongst other things, Sherritt’s decision to not fund cash calls made by the Ambatovy Joint Venture. See announcements on March 6, 2019 and April 25, 2019 for background.

Sherritt International

Moa Joint Venture 50%

Fort Site 100%

Oil and Gas 100% Power 33% Other Metals 100% Technologies 100% Corporate (Head Office) 100% Ambatovy Joint Venture 12%

Contributions from all entities, except Ambatovy, are represented in MD&A

  • n a combined or adjusted basis

Effective Q1 2019, Ambatovy was no longer considered a reporting segment for disclosure purposes and not included in combined or adjusted amounts reported in MD&A(1)

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Consolidated vs. Combined reporting

Moa Joint Venture Fort Site Other Metals Oil and Gas Power Technologies Corporate Ambatovy Joint Venture Ownership 50% Joint Venture 100% Subsidiary 100% Subsidiary 100% Subsidiary 33-1/3% Joint Operation (JO) 100% Subsidiary Parent Company 12% Associate Accounting Treatment Equity Accounting Full Consolidation Full Consolidation Full Consolidation Proportionate Consolidation Full Consolidation Full Consolidation Equity Accounting P&L Accounting in Consolidated Statements Share of earnings of Joint Venture Line by Line Line by Line Line by Line Line by Line (33% of JO results) Line by Line Line by Line Share of earnings of Associate Net Assets Accounting in Consolidated Statements Investment in Joint Venture Line by Line Line by Line Line by Line Line by Line (33% of JO assets and liabilities) Line by Line Line by Line Investment in Associate

Consolidated Business Units Combined Business Units

Moa JV & Fort Site combined in MD&A

Share of earnings from Moa JV and Ambatovy are only presented in consolidated P&L

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Impact of Moa and Ambatovy JV follow equity accounting rules

Share of current period net earnings in Moa JV Share of current period net loss

  • f Ambatovy JV

Investment in Moa JV represents share of net assets

  • f the JV

Investment in Ambatovy JV represents share of net assets

  • f the JV

For the nine months ended 2019 2018 Unaudited, Canadian $ millions, except per share amounts Note September 30 September 30

Revenue 5 $ 106.2 $ 115.8 Cost of sales 6 (118.8) (125.9) Administrative expenses 6 (32.1) (24.3) Share of earnings (loss) of a joint venture, net of tax 7 (3.2) 58.0 Share of loss of an associate, net of tax 8 (56.4) (40.3) Loss from operations, joint venture and associate (104.3) (16.7) Financing income, net 9 (21.5) 44.6 Financing expense 9 (53.5) (36.3) Net finance (expense) income (75.0) 8.3 Loss before tax (179.3) (8.4) Income tax expense (2.9) (2.7) Net loss from continuing operations (182.2) (11.1) Earnings from discontinued operations, net of tax

  • Net loss for the period

$ (182.2) $ (11.1)

2019 2018 Unaudited, Canadian $ millions, as at Note September 30 December 31

ASSETS Current assets Cash and cash equivalents 11 $ 169.3 $ 206.9 Short-term investments 11

  • 0.1

Restricted cash 5.7 2.8 Advances, loans receivable and other financial assets 12 13.3 24.6 Trade accounts receivable, net, and unbilled revenue 11 194.7 227.5 Inventories 36.8 33.6 Prepaid expenses 3.5 2.7 423.3 498.2 Non-current assets Advances, loans receivable and other financial assets 12 672.2 720.5 Other non-financial assets 0.8 0.3 Property, plant and equipment 233.8 227.9 Investment in a joint venture 7 398.0 438.0 Investment in an associate 8 83.8 148.1 Intangible assets 161.4 160.5 1,550.0 1,695.3 Assets held for sale 0.9 0.9 Total assets $ 1,974.2 $ 2,194.4

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Canadian $ millions, for the nine months ended September 30 2019 Adjustments for Moa JV and Metals Oil and Corporate Joint Venture Fort Site(1) Other(2) Gas Power and Other(3) and Associate(4) Total Revenue(5) $ 337.6 $ 8.5 $ 23.4 $ 33.9 $ (0.6) $ (296.6) $ 106.2 Cost of sales (328.3) (8.0) (35.1) (28.6) (8.1) 289.3 (118.8) Administrative expenses (7.0)

  • (5.9)

(1.8) (21.0) 3.6 (32.1) Share of loss of a joint venture, net of tax

  • (3.2)

(3.2) Share of loss of an associate, net of tax

  • (56.4)

(56.4) Earnings (loss) from operations, joint venture and associate 2.3 0.5 (17.6) 3.5 (29.7) (63.3) (104.3) Financing income, net (21.5) Financing expense (53.5) Net finance expense (75.0) Loss before tax (179.3) Income tax expense (2.9) Net loss from continuing operations (182.2) Earnings from discontinued operations, net of tax

  • Net loss for the period

(182.2)

Segment notes in financial statements provide more clarity

TIP: Fort Site impact for revenue, cost of sales and administrative expenses can be approximated as follows:

Total– Corporate and Other – Power – O&G – Metals Other (Eg.: Fort Site Revenue: 106.2 – (-0.6) – 33.9 – 23.4 – 8.5 = 41.0) OR Moa JV and Fort Site + Adjustment for Joint Venture (Eg. Fort Site Revenue: 337.6 – 296.6 = 41.0)

= combined = consolidated Removes impact of Moa JV line items; Included in Share of loss/earnings of joint venture Adds share of loss of Ambatovy JV included in consolidated loss from

  • perations (not included in combined

amounts)

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How Sherritt generates cash

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How cash is generated

Finished products sold by ICCI to international customers, no receivable issue

Moa JV

50% interest

Oil & Gas

100% interest

Power

33.3% interest

Cost-recovery oil and profit oil sold locally Electricity sold locally Dividends & Advances Repayment

  • f

expansion loan Payments made to a wholly-

  • wned

subsidiary Repayment

  • f accounts

payable Conditional sales agreement loan repayment Repayment

  • f working

capital facility Dividends

Cash generated/used at Moa and Ambatovy JV’s are not included in Sherritt’s consolidated cash flow for accounting purposes

Fort Site

100%

Fertilizer products sold in western Canada Revenue on pre-sales

Ambatovy

12% interest

Finished products sold through

  • fftake agreements

No cash in; no cash out

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Sherritt’s Cash Balance at September 30, 2019

Jurisdiction Amount (CDN$ millions) Canada $79

  • Primarily held in Canadian financial institutions or Government of Canada T-bills.

Cuba – Energas $77

  • Held in Cuban financial institutions, equal to Sherritt’s one-third interest in total

Energas cash balance.

Cuba - Other $9

  • Held in Cuban financial institutions.

Other $4

  • Foreign currency accounts held mostly in European financial institutions.

Total $169M

Cash from the Moa (and Ambatovy) JV’s are part of Sherritt’s investment account for accounting purposes

At September 30, 2019, the Moa JV had CDN$28 million (100% basis) which is not included in the above balances – these funds are held primarily in Canadian financial institutions.

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Minimum cash requirement reduced from $100M less undrawn credit

Sherritt Credit Facility

Existing credit facility

$8M $43M $19M $70M 9/30/2019 Available Letters of Credit - O&G Drawn

To Dec. 30, 2019

  • Dec. 31, 2019 to

April 30, 2020

  • $70M cash in Canada less undrawn

credit facility

  • EBITDA not less than $100M
  • EBITDA/interest expense not less

than 1.75:1

  • $60M cash in Canada less undrawn

credit facility

  • EBITDA not less than $60M
  • EBITDA/interest expense not less

than 1.20:1

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14 $ millions, for the three months ended September 30 2019 Adjustment for joint venture Total derived from financial statements Moa JV and Metals Oil and Corporate Combined Fort Site Other Gas Power and Other total Cash provided (used) by continuing operations $ 4.4 $ (1.0) $ (9.2) $ 15.9 $ (12.7) $ (2.6) $ 4.1 $ 1.5 Adjust: net change in non-cash working capital 20.3 1.3 4.4 (4.7) (3.3) 18.0 (16.1) 1.9 Adjusted operating cash flow $ 24.7 $ 0.3 $ (4.8) $ 11.2 $ (16.0) $ 15.4 $ (12.0) $ 3.4

Calculating Fort Site Cash flow

Fort Site may also be calculated using the following formula: Total from FS – Corp/other – Power – O&G – Metals Other- Moa JV dividend (eg. from above 1.5 + 12.7 - 15.9 + 9.2 + 1.0 - 11.6 = -3.1)

Moa JV and Fort Site Adjustment for JV Calculating Moa JV cash flow and Moa JV dividend received at Corporate Fort Site (calculated) Moa JV (calculated) Moa JV + Fort Site (calculated) Total Adjustment Dividend (in Corporate) Moa JV Adjustment

[Moa JV and Fort Site amount less Moa JV]

[The negative of the Moa JV adjustment] [Fort Site + Moa JV] Cash provided (used) by continuing operations 4.4 4.1 = 11.6 (7.5) (3.1) 7.5 4.4 Adjust: Net change in NCWC 20.3 (16.1) = n/a (16.1) 4.2 16.1 20.3 Adjusted Operating cash flow 24.7 (12.0) = 11.6 (23.6) 1.1 23.6 24.7

Breaking out Fort Site and Moa JV Adjusted operating cash flow (Page 54 of Q3 Report)

Removes the impact of Moa JV and adds back impact of dividend received at Corporate

Note: the “Adjustment for JV” includes the net amount of cash from operations from Moa JV (exclusive of the dividend) + the dividend received at Corporate. From above: The adjustment for Moa JV = ($7.5M) and the adjustment for dividend received at Corporate is $11.6M to arrive at a adjustment of $4.1M. Therefore: the Moa JV cash from operations is $7.5M (the negative of the adjustment amount)

Amount provided in Consolidated cash flow

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Understanding cash flow – consolidated and combined free cash flow

Free cash flow includes cash capital spending

Combined free cash flow (Page 55 of Q3 Report) Sources and uses of cash (Page 40 of Q3 Report)

See previous slide for calculation Cash capital spending - breakdown from Segment note – see page 64 of Q2 Report Dividend amount is excluded from “combined” (Moa JV cash from

  • perations is

before dividend payment)

$ millions, for the three months ended September 30 2019 Adjustment for joint venture Total derived from financial statements Moa JV and Metals Oil and Corporate Combined Fort Site Other Gas Power and Other total Cash provided (used) by continuing operations $ 4.4 $ (1.0) $ (9.2) $ 15.9 $ (12.7) $ (2.6) $ 4.1 $ 1.5 Less: Property, plant and equipment expenditures (4.9)

  • (3.0)

(0.2) (0.1) (8.2) 4.0 (4.2) Intangible expenditures

  • (1.5)
  • (1.5)
  • (1.5)

Free cash flow $ (0.5) $ (1.0) $ (13.7) $ 15.7 $ (12.8) $ (12.3) $ 8.1 $ (4.2)

For the three months ended

2019 $ millions September 30

Cash provided (used) by operating activities Oil and Gas operating cash flow $ (9.2) Power operating cash flow 15.9 Fort Site operating cash flow (3.2) Dividends received from the Moa Joint Venture 11.6 Interest paid on debentures (7.6) Corporate, Metals Other, and other operating cash flow (6.0) Cash (used) provided by operations 1.5 Cash provided (used) by discontinued operations(1) (3.2) $ (1.7) Cash provided (used) by investing and financing activities Property, plant, equipment and intangible expenditures $ (5.7)

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Operating cash flow to Adjusted EBITDA reconciliation

Interest on debentures and tax paid at Moa JV are typically the largest reconciling items

Combined - September 30, 2019 3 months YTD Source Adjusted EBITDA 21.1 29.4 MD&A (Q3 Report –pg. 20) Less: Interest paid on Debentures (7.6) (31.2) MD&A (Q3 Report – pg. 40) Tax paid and other* 1.9 (0.9) (Balance) Change in NCWC (18.0) (8.0) MD&A (Q3 Report – pg. 54) Operating cash flow (2.6) (10.7) MD&A (Q3 Report – pg. 54)

*Tax paid and other primarily consists of taxes paid at Moa JV Other includes: other external interest paid/received, cash paid in respect of ERO, stock-based comp (included in EBITDA, non-cash)

  • Information related to these items are not disclosed in the MD&A or financial statements
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Total investment in the Moa JV

Combines accounting investment and cash provided to the JV via loans

50% investment in Joint Venture $398M Expansion loan $260M Total investment $658M

  • Expansion funding provided equally by JV

partners (matures 2026)

  • Payments of principal and interest are subject

to certain conditions

  • Interest was suspended to December 31,

2019 (extension discussions in progress)

+ =

As Sherritt and its Cuban JV partner both contributed equally to the expansion project, we view this as part of our investment and are reasonably indifferent as to how cash is paid out to Sherritt (currently primarily dividends).

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Sherritt’s priority – Collecting overdue energy receivables

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Overdue receivables agreement is working

Status of scheduled Cuban energy receivables

US$M Q2 2019 Received on Receivables Q3 2019

  • verdue

Expected/due Received Agreement

  • verdue

Oil & Gas - Trade receivables $ 22.7 $ 2.1 $ (1.5)

  • $

23.3 Power Trade receivables/other $ 13.0 $ 3.6 $ (5.5)(1) $ (8.5) $ 2.6 Energas CSA $121.5 $10.7 $ (2.0)(1) $ (1.3) $128.9 Total Cuban energy receivables $157.2 $ 16.4 $ (9.0) $ (9.8) $154.8

(1) Amount received by Sherritt in Cuba available for use to pay Sherritt’s local expenses.

  • Negotiations are underway with our Cuban partners to:
  • increase the monthly payment from US$2.5M
  • reduce the annual minimum distribution threshold from US$68M
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With Overdue Receivables Agreement Increased collaboration among joint ventures

Maps not to scale

  • Holds cash primarily in offshore accounts

1. Pays Sherritt US$2.5M monthly on behalf of Energas 2. Provides approximately US$7.5M per month for local purchases from offshore account 3. Pays Sherritt 50% of available distributions up to US$68M 4. Pays Sherritt 100% of available distributions once US$68M exceeded

Moa JV

  • Holds cash in local account

A. Transfers $2.5M of local currency monthly to Moa JV for local payments B. Pays Sherritt monthly when foreign currency is available

Energas

Moa Nickel Energas Havana

B MOA JV

Offshore account

1 2 A 4 3

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Sherritt’s Balance Sheet includes 1/3 of Energas Cash and 2/3 of Energas’ CSA loan

Overdue receivables accounting slide – Impact of receipt applied to CSA

Sherritt’s 1/3 share

  • f repayment

“repatriates” Cuban cash to Canada

Amounts recorded as receivable in Sherritt’s consolidated Balance Sheet

Impact of minimum payment per quarter (US$2.5M per month/CAD$10M per quarter)

  • Sept. 30,

2019 $10M Payment Post Payment Balance Cash, cash equivalents and Short-term investments (CDN$) Canada 79 10 89 Cuba - Energas* 77 (3) 74 Cuba - Other 9 9 Other 4 4 Total 169 7 176

September 30, balance breakdown -See page 39 of Q3 Report; liquidity resources *Total Energas Cash (100%) = CAD$231 million, converted (local currency, Cuban pesos)

CSA Balance (CDN$) Energas Principal and inerest 342 (10) 332 Sherritt Share (1/3) Eliminated on consolidation (113) 3 (110) Total owed to Sherritt by Energas JV partners 229 (7) 222

CSA Loan details - See Page 109 of 2018 annual report (note 12).

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Sherritt’s debt structure & repayment timelines

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Sherritt’s transformation

2021

  • $170M1 in 8%

debentures due Q4

At September 30, 2019, Sherritt’s net debt was ~$570M (3)

  • $198M1 in 7.5%

debentures due Q3

  • $141M in Ambatovy

partner loan due Q32

  • $221M1 in 7.875%

debentures due Q4

Balance sheet initiatives achieved 2014 - 2018

2 year runway before major liabilities are due 2021 2023 2025

  • Sold non-core coal assets for $946M and

repaid $425M in debentures - Q2 2014

  • Repurchased $30M of debentures at a

discount - Q2 2016

  • Extended debenture maturities by 3 years with

first maturity now due in 2021 (from 2018) - Q2 2016

  • Restructured Ambatovy JV & eliminated $1.4B
  • f debt - Q4 2017
  • Repurchased $120M of debentures at a

discount - Q1 2018

  • Repurchased $10M of debentures – Q2 2018

(1) Outstanding debentures at face value (2) Sherritt has the option to repay the loan in shares or a combination of cash and shares at 105% of the amount then due, or elect to repay in 10 equal semi-annual principal installments (plus interest) commencing in December 2024, at an interest rate of LIBOR +5% applied from the original maturity date (3) Net debt is a non-GAAP measure calculation as: Face value of debentures plus principal and interest on the Ambatovy Partner loans, plus amounts outstanding on revolving line of credit, less cash, cash equivalents and short-term investments.

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Sherritt loans and borrowings

Unsecured Debentures Ambatovy Partner Loans Revolving term credit facility

Loans undertaken by the Ambatovy JV are not included in Sherritt’s liabilities

  • Total $588M
  • Principal interest rates vary from 7.5% and 8%
  • Maturities in 2021, 2013 and 2025
  • Interest payable semi annually
  • Interest payments = $7M Q1 and Q3, $16 million Q2 and Q4
  • US$108M to JV partners
  • Loans relate to financing of Sherritt’s share of subordinated loans to the Ambatovy JV
  • Terms: Matures in August 2023.
  • Sherritt has the option to repay the loan in shares or a combination of cash and shares at 105%
  • f the amount then due, or elect to repay in 10 equal semi-annual principal installments (plus

interest) commencing in December 2024.

  • $70M facility
  • $8M currently borrowed under the facility
  • Approx. $43M in letters of credit re performance guarantees on ERO obligations
  • $19M available
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Sherritt is compliant with covenants or has received waivers

Covenants Summary

  • 1. EBITDA and capitalized terms are defined in the applicable agreement(s)
  • Minimum cash, cash equivalents and STI in Canada of $60 million less undrawn credit; $70 million less undrawn credit

December 31, 2019 to April 30, 2020.

  • EBITDA not less than $60 million to December 30, 2019; $100 Million December 31, 2019 to April 30, 2020.
  • EBITDA-to-Interest expense not less than 1.20:1 to December 30, 2019; 1.75:1 December 31, 2019 to April 30, 2020.
  • Limits on capital expenditures and funding of Ambatovy and Moa JV.
  • Subject to certain restrictions which limit the incurrence of indebtedness and the ability to make certain

distributions unless certain financial ratios are met.

  • If EBITDA-to-Interest expense(1) is greater than 2:1, debt can be incurred without the use of a basket and an

additional basket for restricted payments becomes available.

  • If Indebtedness-to-EBITDA is less than 3:1, distributions and other restricted payments are not limited.

Revolving term credit facility Unsecured Debentures Ambatovy Partner Loans

  • None
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Short-term classification does not impact payment maturity (2023)

Ambatovy non-funding implications

  • Loss of voting

rights and representation at Board

  • Reduced

influence at local level

  • Potential for equity
  • wnership dilution
  • Triggered if Ambatovy

JV shareholders elect to fund Sherritt’s share

  • Sherritt continues to

serve as operator through 2024

  • New funding provided by

Ambatovy JV shareholders repaid in priority

  • No change to Sherritt’s

partner loans maturity or payment options

  • Ambatovy is no

longer an reportable

  • perating segment
  • Reduced financial

disclosure in MD&A

  • Sherritt’s partner

loans reclassified as short-term liabilities

Immediate impacts Ownership interest Economic interest Operator status Disclosure

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Ambatovy JV loans and borrowings

Joint Venture Financing Subordinated Loans (To JV Partners) Revolving Credit and

  • verdraft

facility

Ambatovy JV is responsible for all loans and all are non-recourse to Sherritt

  • US$1.5B – total outstanding

to JV partners

  • US$134M owed to Sherritt
  • Unpaid interest in capitalized

semi-annually

  • Loans are periodically

converted to equity to maintain required debt-to- equity ratio

  • US$1.6B outstanding
  • To syndicate of commercial

and export development banks

  • First semi-annual payment

(US$94M) due June 2022.

  • US$6M drawn on available

credit facilities

  • Facilities provide by a

syndicate of local financial institutions

  • LC’s can be drawn on the

facilities

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Understanding Sherritt reporting – Specific items

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Business Groups

Operations Near-term Catalyst Moa Joint Venture Mine, process and refine nickel and cobalt from laterites – mine in Moa Cuba, refinery in Fort Saskatchewan Alberta

  • Continue to take advantage of recent mining equipment acquisitions in creating operating and

cost efficiencies

  • Capital spending focus on safety and projects with near-term cost benefits
  • Take advantage of expected increases in nickel and cobalt reference prices resulting from global

market supply deficiencies Fort Site (Fertilizer) Sell fertilizer products produced in the nickel refinery process as a bi-product

  • Continued profitability a function of reference prices and input costs

Oil and Gas Explore and produce oil from Cuba-based fields

  • Completion of Block 10 drilling (drilling complete in Q4 2019, currently testing)
  • Collecting overdue receivables

Power Produce electricity using gas from oil production (off gases) to support the power grid in Havana, Cuba

  • Collecting on overdue receivables agreement, including trade receivables and repayment on

CSA loan. Technologies Provide technical support, process optimization and technology development service to Sherritt’s operating divisions and provide opportunities for exploiting HPAL

  • pportunities

Although Sherritt has an investment in the Ambatovy JV, Ambatovy is not considered a reporting segment for disclosure purposes.

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NDCC is a widely-used Non-GAAP measure for determining operating cost performance

Moa JV and Fort Site – NDCC critical drivers

NDCC/All in Cash Costs (US$/lb) Q3 2019 Q3 2018 Critical Drivers Mining, processing and refining $ 5.22 $ 5.25

  • Energy input costs
  • Sales volume (allocation of fixed costs over sales)
  • Weather or other related mine or refinery shutdowns,

including scheduled and unscheduled maintenance Third-party feed costs 0.44 0.46

  • Availability and cost of third-party feed (generally a higher

cobalt price means less cost effective feed)

  • Available capacity in the refinery relative to the Moa JV

feed Cobalt by-product credits (1.41) (3.63)

  • Sales volume and market price for Cobalt
  • Impact of period to period mark-to-market adjustments in a

rapidly changing price market Other 0.12 (0.08)

  • Sales volume, market price and timing of fertilizer sales

Net Direct Cash Cost $ 4.37 $ 2.16

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A pre-sale increases deferred revenue (and cash). Deferred revenue decreases with delivery when the sale is recognized (working capital is adjusted)

Fertilizer pre-buying is typical in the industry and based on:

  • Expectations about growing season
  • Success of current crop season
  • Current fertilizer prices vs. future prices

Presales are typically received:

  • following growing season (November – January)

and

  • prior to the winter fertilizer season (August –

September) Deliveries are made

  • in April/May (primary planting season) and
  • September/October (winter fertilizer)

Moa JV and Fort Site – Fertilizer sales/cash impact 2017/2018 Actual

21%

Average gross margin on fertilizer sales

0.0 2.0 4.0 6.0 8.0 10.0 Q4 2017 Q1 2018 Q2 2018 Q3 2018 Q4 2018 Q1 2019 Q2 2019 Q3 2019

CDN$ millions

Fertilizer Gross Margin

5 10 15 20 25 30 35 40 Q4 2017 Q1 2018 Q2 2018 Q3 2018 Q4 2018 Q1 2019 Q2 2019 Q3 2019

CDN$ millions

Deferred Revenue (BS) vs. Fertilizer Revenue (IS)

Fertilizer Revenue Deferred Revenue

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Oil and Gas – Calculating contributions – volume definitions*

Revenue = NWI x average realized price per barrel

Gross Working- interest Cost Recovery Oil Profit Oil

  • Barrels for recovery of

approved costs & CAPEX

> >

  • Total barrels pumped
  • Barrels to cover Sherritt’s negotiated

profit share

  • PE/Yumuri @ 6%
  • Block 10 @ 45%
  • GWI less CRO

Net Working-interest

*See Appendix for detailed definitions

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No cost recovery Full cost recovery

100 Barrels of oil produced 100 Booked to cost recovery 60 100 Remaining # of barrels 40 x 45% Profit oil percentage X 45% = 45 Barrels of profit oil = 18 + 0 Barrels of cost recovery oil + 60 = 45 Barrels of total revenue oil Net Working-interest = 78

Reference price based on U.S. Gulf Coast High Sulphur Fuel Oil

Oil and Gas – Calculating contributions – example

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Increases in Moa JV inventory driven by higher stockpiles

Inventories

  • Consolidated balance sheet inventory consists of inventory held at:
  • Fort Site, Oil and Gas, Power
  • Moa and Ambatovy JV inventories do not impact consolidated balances
  • A significant portion of Moa JV inventory consists of mixed sulphides feed in production
  • Increases in input commodity prices increases value of inventory
  • Inventory level is dependent on timing of deliveries and processing ability
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Foreign exchange sensitivity (From MD&A)

Positive impact of higher reference prices and increased production is often partly offset by higher input costs

Exchange impact is a combination of:

  • Operations: Sherritt’s share of US$ denominated

revenues and expenses (including Moa JV and Ambatovy), plus

  • Net Assets (Balance Sheet): The impact on net

US$ denominated net assets or liabilities at the period end.

  • Q3 2019 Sensitivity amounts:
  • Operations

$0.1 million

  • Net Assets

($7.8) million No cash impact related to exchange on net assets – would require realization of all US$ denominated assets and liabilities

Approximate change in quarterly Approximate net earnings change in quarterly (CDN$ millions) basic EPS

Factor

Increase Increase/ (decrease) Increase/ (decrease)

Prices Nickel - LME price per pound(1) US$ 1.00 $ 13 $ 0.03 Cobalt - Metal Bulletin price per pound(1) US$ 5.00 7 0.02 Exchange rate Strengthening of the Canadian dollar relative to the U.S. dollar $ 0.05 (8) (0.02) Operating costs(1) Natural gas - per gigajoule (Moa Joint Venture) $ 1.00 (1)

  • Sulphur - per tonne (Moa Joint Venture and Ambatovy)

US$ 25.00 (2)

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Impact of unrealized FX

Financial assets and liabilities Balance as at Q3 2019 in $M Gain/ (loss) in $M CAD USD CAD Ambatovy JV partner loans payable $141.0 $106.5 $(0.6) Ambatovy JV subordinated loans receivable 177.8 134.3 2.0 Moa JV expansion loans receivable 259.8 196.0 3.0 Other 3.3 Unrealized foreign exchange gain (loss) $7.7 Quarter-end exchange rates Date USD: CAD Q3 gain/ (loss) Q3 2019 0.7551 0.009 Q2 2019 0.7641

Balance sheet impacts are non-cash and fluctuate quarterly

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Summary

1 2 3 Committed to introducing more clarity to financial disclosure Input to date has resulted in disclosure improvements Questions and feedback always welcomed

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Sherritt International Corporation 22 Adelaide Street, Suite 4220 Toronto, Ontario, Canada M5H 4E3 Investor Relations Joe Racanelli Telephone: (416) 935-2457 Toll-Free: 1 (800) 704-6698 Email: investor@sherritt.com Website: www.sherritt.com

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Appendix

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Important definitions (Non-GAAP measures)

All non-GAAP measures are reconciled to the most directly comparable IFRS measure in the MD&A. Adjusted EBITDA

  • The Corporation defines Adjusted EBITDA as earnings (loss) from operations, joint venture and associate as reported in the financial statements for the period adjusted for

share of loss of an associate; depletion, depreciation and amortization; impairment charges for long lived assets, intangible assets, goodwill and investments; gain or loss on disposal of property, plant and equipment of the Corporation or joint venture; and gain or loss on disposition of an interest in investment in associate or joint venture of the Corporation. Average Realized Prices:

  • Calculated by dividing revenue per the financial statements by sales volume for the given product in a given division, typically expressed in Canadian dollars (the

Corporation’s functional currency):

  • The average-realized price for nickel, cobalt, and fertilizer excludes the impact of by-product revenue.
  • The average-realized price for oil and gas is based on net working-interest oil plus natural gas production stated in barrels of oil equivalent.

Combined results

  • The Corporation uses combined revenue (along with other combined measures, not used in this current MD&A) as a measure to help management assess the Corporation’s

financial performance across its operating divisions. The combined results include the Corporation’s consolidated financial results and the results of its 50% share of the Moa Joint Venture, which is accounted for using the equity method for accounting purposes. Net Direct Cash Cost (NDCC):

  • The Moa Joint Venture’s and Ambatovy Joint Venture’s net direct cash cost is calculated by dividing cost of sales, as reported in the financial statements, adjusted for the

following: depreciation, depletion and amortization in cost of sales; cobalt by-product, fertilizer and other revenue; 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, and expressed in U.S. dollars. Unit operating cost:

  • 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, gains and losses on property, plant, and equipment and exploration and evaluation assets and certain other non-production related costs by the number

  • f units sold.
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Important definitions

Reference Prices:

  • Market price upon which price of the Sherritt’s products’ sales prices are derived:
  • Nickel – LME nickel;
  • Cobalt – Average low-grade cobalt published price per Fastmarkets MB;
  • Cuban Oil - U.S. Gulf Coast High Sulphur Fuel Oil.

Mining, Processing and Refining Cost (MPR):

  • Costs related to bringing mix sulphides to finished goods, include fuel, coal, utilities, labour maintenance, sulphur, an other fixed direct variable and fixed costs. Typically

expressed as a subset of NDCC on per unit basis (in U.S. dollars). Gross Working-Interest (GWI):

  • Gross Working interest barrels are the total number of barrels pumped during any period (The MD&A generally states production in barrels of oil per day (Bopd)

Net Working-interest (NWI)

  • Total of Cost Recovery barrels + Profit Oil Barrels

Cost Recovery Oil (CRO): For each production-sharing contract, after a declaration of commerciality, Sherritt is allocated cost recovery oil as reimbursement for approved capital and operating costs, including any costs in the cost recovery pools since the inception of the contract.

  • Volume of cost recovery oil = balance of approved capital and operating costs divided by the average net selling price per barrel of oil produced in the quarter.
  • The amount of cost recovery oil barrels can vary depending on the size of the cost recovery pool (capital and operating costs) and the prevailing market price of oil.

Profit Oil (PO)

  • Once CRO’s have been allocated (costs have been recovered) Sherritt is entitled to profit barrels
  • Barrel entitlement is defined by the PSC agreements
  • PE/Yumuri, entitlement is approximately - 6%.
  • Block 10 - 45%
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Income tax expense – rates and disclosure

Moa Joint Venture Fort Site Oil and Gas(2) Power Other Metals(1) Technologies Corporate (SIC) Ambatovy Joint Venture

Statutory Tax Rate (2018) 22.5% - 27% 27% 22.5% 15% N/A 27% 27% 10% to 25% Jurisdiction Cuba/Canada Canada Cuba Cuba Canada Canada Madagascar Taxable Status Taxable in 2018 Not taxable in 2018 – LCF’s (Taxed in SIC) Taxable in 2018 Taxable in 2018 Not taxable in 2018 – LCF’s Not taxable in 2018 – LCF’s Not taxable in 2018 – LCF P&L Accounting in Consolidated Statements Share of earnings of Joint Venture Consolidated income tax expense Consolidated income tax expense Consolidated income tax expense N/A Consolidated income tax expense Consolidated income tax expense Share of earnings of Associate Other Taxed based on PSC PO revenue Subject to minimum tax – 0.5% of revenue Payment timing Monthly/ quarterly N/A Quarterly Quarterly N/A N/A N/A Applied against VAT otherwise receivable

Consolidated Business Units(1) Combined Business Units(1)

(1) Other Metals has nominal income, Not material (2) Excluding Spain and Pakistan, not material

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Important tools - Interactive data centre – Available on our Website

 Ability to view and extract current and historical financial and

  • perational data

 Accessible via IR section of Sherritt.com or https://apps.indigotools.com/IR/IAC/ ?Ticker=S&Exchange=TSX