Early Warning Press Release in Respect of Li-Cycle Holdings Corp.

This press release is issued pursuant to National Instrument 62-104 – Take-Over Bids and Issuer Bids and National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues

NEW YORK, March 17, 2025 /CNW/ - Glencore Canada Corporation (the "Company") today provided an update with respect to its previously announced investment in unsecured convertible notes (the "Convertible Notes") by the Company in an aggregate principal amount of USD$327,405,516.54 (the "Principal Amount") issued by Li-Cycle Holdings Corp. (the "Issuer"). The Company could become beneficial holder of more than 10% of the issued and outstanding common shares of the Issuer ("Common Shares") upon conversion of the Convertible Notes.

If the Convertible Notes were converted in full at the conversion prices in effect as at March 14, 2025 (including accrued but unpaid interest through March 13, 2025), the Company would hold 84,404,412 Common Shares, representing approximately 66.7% of the outstanding Common Shares on a partially-diluted basis, including 7,243 Common Shares held by a nominee director of the Company for the benefit of the Company, Glencore International AG and/or Glencore plc (collectively, the "Reporting Persons").

On March 14, 2025, the Company disclosed that the Reporting Persons are currently in discussions with members of the Issuer's management, Board of Directors, and Special Committee of the Board of Directors, and other stakeholders, regarding matters relating to the business, affairs and operations of the Issuer and/or its subsidiaries and various potential strategic alternatives relating thereto, including interest by the Reporting Persons in exploring a potential transaction involving the acquisition of the Issuer and/or substantially all of its business. In connection with these discussions, the Company sent a letter dated March 14, 2025 to the Issuer, a copy of which is appended to Glencore Ltd.'s early warning report. The Reporting Persons are considering, and may propose or suggest additional actions that could result in, among other things, any one or more of the actions affecting the Issuer as identified in Glencore Ltd.'s early warning report.

In connection with these ongoing discussions, the Issuer has granted the Reporting Persons a waiver from any restrictions on the Reporting Persons arising under Section 3(b) of the previously-disclosed governance letter agreement with the Issuer with respect to the Reporting Persons submitting a proposal, or engaging or negotiating with the Special Committee of the Board of Directors of the Issuer, in connection with any Schedule 13e-3 transaction, other going private transaction, or other acquisition of the remaining voting securities of the Issuer that are not already beneficially owned by the Reporting Persons (whether by merger, share purchase or otherwise).

As previously disclosed by the Issuer on January 16, 2025, the Company granted a temporary waiver to the Issuer from, among other things, certain minimum market capitalization requirements and listing requirements under the terms of the Convertible Notes, subject to the terms and conditions of the waiver.

Each of the Reporting Persons reserves the right to change its plans and intentions, at any time, as it deems appropriate. 

The Company is a wholly-owned indirect subsidiary of Glencore plc, a globally diversified natural resource producer and commodities trading company.

An early warning report prepared pursuant to the requirements of National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues by Glencore Ltd. has been filed on SEDAR+ at www.sedarplus.com under the Issuer's profile. To obtain more information or to obtain a copy of the early warning report to be filed in respect of this news release, please contact the Company at the contact details noted below.

Notes for Editors

Glencore is one of the world's largest global diversified natural resource companies and a major producer and marketer of more than 60 commodities that advance everyday life. Through a network of assets, customers and suppliers that spans the globe, we produce, process, recycle, source, market and distribute the commodities that support decarbonisation while meeting the energy needs of today.

With around 150,000 employees and contractors and a strong footprint in over 30 countries in both established and emerging regions for natural resources, our marketing and industrial activities are supported by a global network of more than 50 offices.

Glencore's customers are industrial consumers, such as those in the automotive, steel, power generation, battery manufacturing and oil sectors. We also provide financing, logistics and other services to producers and consumers of commodities.

Glencore is proud to be a member of the Voluntary Principles on Security and Human Rights and the International Council on Mining and Metals. We are an active participant in the Extractive Industries Transparency Initiative.

We will support the global effort to achieve the goals of the Paris Agreement through our efforts to decarbonise our own operational footprint. For more information see our 2024-2026 Climate Action Transition Plan available on our website at glencore.com/publications.

The Company's head office is located at 100 King Street West, Suite 6900, Toronto, M5X 1E3.

SOURCE Glencore Canada Corporation

Contact Information: Glencore Canada Corporation: Martin Fewings, t: [phone], m: [phone], [email protected]