Riskmetrics, Glass Lewis and HudBay Minerals All Agree: SRM Nominee Slate Has No Strategy
Market Wire, March, 2009
SRM Global Master Fund LP ("SRM"), Peter R. Jones and the SRM nominees have failed to present a strategy for the future of HudBay Minerals Inc. ("HudBay", "the company") (TSX: HBM), said Riskmetrics, a proxy advisory service, in its report dated March 13, 2009 that highlights the same failing identified by Glass Lewis & Co., another leading independent proxy advisory service. Riskmetrics also raised serious concerns about SRM's plan to install G. Wesley Voorheis, a paid consultant to SRM, as chairman of HudBay's Board of Directors.
Despite these concerns and its own policy that dissidents proposing to replace a majority of a Board, let alone the entire Board, must provide a well-reasoned and detailed business plan, Riskmetrics has not supported HudBay's current Board of Directors in its recommendation. It appears, however, that Riskmetrics' conclusion is based on an incomplete understanding of the facts. In commenting that HudBay's Board did not undertake sufficient efforts to renegotiate the proposed acquisition of Lundin Mining Corporation ("Lundin") and that it delayed holding a requisitioned meeting of shareholders, Riskmetrics fails to consider that HudBay had a binding legal obligation to complete the Lundin acquisition that did not permit HudBay to subject the transaction to a shareholder vote absent regulatory intervention. Therefore, Riskmetrics did not give any consideration to the substantial legal liability that HudBay would have been exposed to had it acted differently.
Replacing the entire HudBay Board would be disruptive and inappropriate given SRM's 11% ownership interest in HudBay, said Glass Lewis, a leading independent proxy service, as announced on March 13, 2009. HudBay urges shareholders to vote their BLUE proxy AGAINST SRM's removal resolution.
"HudBay has the right board and the right strategy to enhance shareholder value," said Colin K. Benner, Interim CEO of HudBay Minerals. "In contrast, SRM has proposed a less experienced and conflicted board lacking a well thought out strategy, and is too much of a risk for shareholders to take with HudBay's future. HudBay's current directors have extensive experience in the mining industry, with an average of 27 years of experience, and an average 11 years of independent director experience."
Peter R. Jones and the SRM Nominees have no strategy for HudBay
In its dissident proxy circular dated March 2, 2009, SRM acknowledged that the SRM Nominees have not developed a strategic plan for HudBay, despite having had two months since the identification of the SRM Nominees to do so, and despite SRM's assertion that Peter R. Jones is "intimately familiar" with HudBay. However, in response to criticism from HudBay shareholders and Glass Lewis, Mr. Jones hastily assembled a strategy that appeared in the media on March 12, 2009 and in a later press release, Mr. Jones outlined a number of initiatives as part of his plans.
Balmat Mine and Chisel North Mine
Mr. Jones has suggested that he would like to restart the Balmat and Chisel North mines, whose operations were suspended by HudBay in August 2008 and January 2009, respectively. Mr. Jones reopened the Balmat mine based on overly optimistic production and cost assumptions; HudBay's board had to close the Balmat mine following losses of more than $80 million. HudBay's decision to suspend production at Chisel North is part of a strategy to maximize the value of Chisel North's resources and the likely success of a mine at Lalor. Not only would it be value-destructive to continue to mine Chisel North at current low zinc prices, it would compromise the viability of new opportunities, like Lalor. HudBay's strategy is to reopen Chisel North in several years at what are expected to be higher zinc prices, and eventually transition the Chisel North workforce at the time to Lalor to facilitate a smooth ramp-up of Lalor. Similarly, development of Lalor will support the addition of a copper recovery circuit at the Snow Lake concentrator, thereby enhancing the economics of mining at Chisel North.
Flin Flon Copper Smelter
Mr. Jones has suggested that he would try to keep the Flin Flon copper smelter open. HudBay has not determined a date for closure of the smelter, although closure will be necessary prior to 2015 when government emission targets will make continued operations uneconomic. Recent movements in energy prices, foreign exchange rates and market treatment charges have mitigated the adverse economic impact of operating the smelter. HudBay is, however, investing in the needed infrastructure to ensure that the company is able to close the smelter when it is in HudBay's best interests to do so.
Growth by Acquisition
Mr. Jones has also suggested that he would like to grow HudBay through acquisitions. A key part of HudBay's strategy during Mr. Jones' previous tenure as CEO was to grow the company by acquisition, and the HudBay Board's opinion is that Mr. Jones was unsuccessful in carrying out the strategy that had been proposed by management and approved by the Board. Mr. Jones has no experience in conducting mergers and acquisitions, and there is no reason to believe that he would be any more successful at this now than he was previously.
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