After a stalemate that lasted months, Hudbay has reached an agreement with its second-largest shareholder.
Hudbay and Waterton Global Resource Management have come to terms on who will sit on Hudbay’s board after the company’s annual and special shareholders meetings on May 7.
The two sides have agreed on a slate of mutually approved candidates for Hudbay’s board, including four new faces. Incumbent board members Carol Banducci, Igor Gonzales, Alan Hair (also Hudbay’s president and CEO), Alan Hibben (currently board chair), Sarah Kavanagh, Carin Knickel, and Colin Osborne will be joined by Richard Howes, Peter Kukielski, David Smith and Daniel Muniz Quintanilla on the company’s 11-member board. W. Warren Holmes, Alan Lenczner and Kenneth Stowe will no longer sit on Hudbay’s board.
Kukielski, Muniz Quintanilla and Smith were each part of an eight-person slate of nominees put forward by Waterton for Hudbay’s board earlier this year. Kukielski, a mining executive, formerly president and CEO with Nevsun Resources and Anemka Resources, was Waterton’s nominee to replace Hudbay president and CEO Alan Hair.
Howes, a president and CEO with Dundee Precious Metals, Inc., was nominated by Hudbay to fill a vacancy left by a retiring board member.
Muniz Quintanilla is a Mexico City-based businessman who was the former managing director and executive vice president for Americas Mining, while Smith is the former CFO and executive vice-president of Finning International, the world’s largest retailers for Caterpillar heavy machinery.
Hudbay had planned to expand its board to 11 members, but following the withdrawal of Hudbay and Waterton’s mutually agreed upon candidate Michael Anglin, the company planned on keeping its board at 10 members with an eye toward future expansion.
In addition to the new nominees, Hibben will step down as Hudbay’s chair as part of the agreement between Hudbay and Waterton. A successor to Hibben’s spot will be appointed at next year’s 2020 annual shareholders meeting.
“Hudbay is pleased to have reached an agreement with Waterton that is in the best interests of shareholders,” said Hibben in a press release.
“On behalf of the board, we look forward to welcoming our new directors to the board and thank our departing directors for their valuable service to the company.”
“With the proxy contest behind us, we are pleased that Hudbay will now be able to focus solely on unlocking its significant potential,” said Isser Elishis, chief investment officer of Waterton.
Drama between Hudbay and Waterton began last fall, when a rumoured Hudbay purchase of a Chilean copper company was met with immediate resistance by Waterton, which urged Hudbay to “immediately terminate” any potential talks.
After Hudbay refused to hold a special meeting and appoint a Waterton representative to the Hudbay board, Waterton later named a slate of eight candidates to replace most of Hudbay’s board, including the board chair and president and CEO posts, citing a “culture of entrenchment… lack of board expertise and engagement.”
Last month, Waterton filed suit against Hudbay, claiming Hudbay had misrepresented Waterton in a Hudbay management information circular.
