First Quantum Minerals Ltd. (TSX:FM)
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34.19
-1.73 (-4.82%)
Apr 28, 2026, 12:40 PM EST
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AGM 2022

May 5, 2022

Operator

Hello and welcome to the annual meeting of shareholders of First Quantum Minerals. Please note that today's meeting is being recorded. If you participate in today's meeting and disclose personal information, you will be deemed to consent to the recording, transfer, and use of the same. If you disclose personal information of another person in today's meeting, you will be deemed to represent and warrant to Computershare and the corporation that you first obtain all required consents for the disclosure, recording, transfer, and use of such personal information for all appropriate persons before your disclosure. At the end of the meeting, we'll have a question- and- answer session. You can submit questions or comments at any time during the meeting by clicking on the message icon. It is now my pleasure to turn today's meeting over to Philip Pascall, the Chairman and Chief Executive Officer of the company.

The floor is yours.

Philip Pascall
Chairman and CEO, First Quantum Minerals

Thank you. Welcome to the 2022 annual general meeting of First Quantum Minerals, which I will now call to order. I'm Philip Pascall, and I'm chairman of the company, and I will act as chairman of the meeting. Before I begin with the formalities of the meeting, I'd like to acknowledge that this year, our annual meeting is, as last year, being held virtually via a Computershare platform. Joining me on the call today is Tristan Pascall, our Chief Operating Officer , and Robert Harding, Lead Independent Director of the company. Our remaining directors, Andrew Adams, Kathleen Hogenson, Kevin McArthur, Simon Scott, Peter St. George, and Joanne Warner, are also present at the meeting. Alison Beckett, who's standing for election at this year's meeting, is also in attendance. Clive Newall, a current director, will not be standing for re-election at this year's meeting.

Clive was also one of the founders of the company, and I'd like to take this opportunity to thank him for his considerable contribution to the company since its inception. We also have other members of our management team attending. Hannes Meyer, CFO. Alison Quinn, Group Manager, HR. Bonita To, Director, Investor Relations. Angus Kennedy-Perkins, Group Manager, Commercial Projects. John Gregory, our group consulting mining engineer. Zenon Wozniak, Director, Projects, and Rudi Badenhorst, Operations Director, Zambia, to name but a few. As the company's chairman, I will chair the meeting. Later on, we will briefly review the company's performance over the past year.

Please be advised that if you are a registered shareholder or duly appointed proxyholder who have properly logged in with your control numbers or invite code, you may ask questions through the Computershare chat function, and we will answer any questions you may have asked after the main business of the meeting has been concluded. I will ask Sarah Robertson to act as secretary of the meeting. I'll appoint Computershare Investor Services Inc., through its representatives, to act as scrutineer of the meeting. I have before me a copy of the affidavit of mailing from Computershare, confirming that the notice and access document, combined notice of meeting and management information circular dated March 14, 2022, where applicable, form of proxy, voting instruction form, AGM guide for virtual meeting, annual report, and financial statement request form were mailed to security holders on March 28, 2022.

I have before me a preliminary scrutineer's report indicating that 100 shareholders holding 584,375,890 common shares are represented by proxy. A total of 100 shareholders, representing 84.53% of the issued and outstanding common shares of the company, are therefore present in person or by proxy. As the articles of the company require the presence of two shareholders, in person or by proxy, for quorum to exist at shareholders' meetings, I declare that a quorum is present and that the meeting is regularly called and properly constituted for the transaction of business. For the purpose of the meeting today, voting on all matters will be conducted via electronic ballot.

Registered shareholders and duly appointed proxy holders who have properly logged in with their control numbers or invite code will be able to vote after the presentation, the items of business to be put forth at today's meeting. When you're invited to vote, you will receive a message on the Computershare virtual interface requesting you to register your vote for each item of business. If you're a registered shareholder or a duly appointed proxy holder and have already voted by submitting your proxy form in advance of the meeting, it's not necessary for you to vote again today. The last annual meeting of the company was held on May 6 , 2021, and I have minutes of that shareholder meeting before me and ask for a motion.

Sarah Robertson
Corporate Secretary, First Quantum Minerals

I move that the reading of the minutes of the 2021 annual general meeting held on May 6, 2021 be dispensed with and that the minutes of the said meeting be taken as read and approved.

Philip Pascall
Chairman and CEO, First Quantum Minerals

Thank you, Sarah. I would now like to move to the formal business of the meeting and the resolutions for consideration before the meeting today. one, I present the consolidated financial statements of the company for the year ended December 31, 2021, and the report of the auditor thereon, copies of which have been mailed to each shareholder of the company who has requested it. Electronic copies of the consolidated financial statements are also available for viewing on SEDAR at www.sedar.com. Next item of business is to fix the number of directors to be elected to the Board of Directors. The management information circular provided for the number of directors to be fixed at 10. Next is the election of the 10 directors of the company for the ensuing year.

The company's management has nominated the following persons for election as directors: Andrew Adams, Alison Beckett, Robert Harding, Kathleen Hogenson, Kevin McArthur, Philip Pascall, Tristan Pascall, Simon Scott, Peter St. George, and Dr. Joanne Warner. Please note that in accordance with the company's majority voting policy, this resolution requires you to vote for each individual director and not a slate of directors. The next item of business is to appoint auditors for the ensuing year. It's proposed that PricewaterhouseCoopers LLP of Canada, Chartered Accountants, be reappointed to serve as auditors of the company for the ensuing year and that the directors of the company be authorized to fix the auditors' remuneration. The final item of business is to accept the company's approach to executive compensation as described in the management information circular.

It should be noted that this is an advisory vote and that the results will not be binding on the company. However, The Board will take the results of the vote into account as appropriate when considering any future compensation policies, procedures, and decisions. May I have a motion for each of the resolutions?

Sarah Robertson
Corporate Secretary, First Quantum Minerals

I move that the consolidated financial results of the company for the year ended December 31, 2021 be received, that the number of directors to be elected be fixed at 10, that each of Andrew Adams, Alison Beckett, Robert Harding, Kathleen Hogenson, Kevin McArthur, Philip Pascall, Tristan Pascall, Simon Scott, Peter St. George, and Dr. Joanne Warner be elected as directors to hold office until the conclusion of the next annual meeting of the company. That PricewaterhouseCoopers LLP Canada, Chartered Accountants, be appointed as auditors of the company to hold office until the close of the next annual general meeting of the company, and that the directors be hereby authorized to fix the remuneration to be paid to the auditors.

that it be resolved on an advisory basis and not to diminish the roles and responsibilities of the Board of Directors of the company that the shareholders accept the approach to executive compensation as disclosed in the company's management information circular delivered in advance of this annual general meeting of shareholders.

Philip Pascall
Chairman and CEO, First Quantum Minerals

Thank you, Sarah. The poll is now open for approximately one minute, and I ask that you cast your votes. Thank you. I now declare the poll closed. Given that it will take some time for the scrutineer to determine the results of the ballot and prepare their report, I'd like to invite Tristan Pascall, our Chief Operating Officer, to make a short presentation on the company's performance over the past year.

Tristan Pascall
CEO, First Quantum Minerals

Thank you, Philip. Thank you for joining us today at First Quantum Minerals' 2022 annual general meeting. My name is Tristan Pascall, and I am the Chief Operating Officer of the company. It is certainly a privilege to address you today. I would first like to thank Mr. Philip Pascall, who will retire as CEO, and Mr. Clive Newall, who will retire from the Board this year. As co-founders of the company, Philip and Clive have been a source of great mentorship and motivation for all of us within First Quantum, and I thank them both. I'm also pleased to welcome Alison Beckett to our Board of Directors . Attracting young and diverse talent into mining is one of the greatest challenges facing the long-term health of our industry, so Alison's background and experience will be invaluable to us on this front. 2021 continued to be a tumultuous year.

The global pandemic continued to present challenges, and I'm grateful to our entire workforce for the commitment that they demonstrated during the last two years of the pandemic. The health and safety of our workforce and the many communities around our operations was and remains a top priority for the company. We developed the necessary processes and procedures so that we could protect our people and their families, as well as assisting in the response of our host nations as best we could. We also formed strong partnerships with various health authorities and community support institutions. First Quantum has always embraced its responsibility to invest in the communities that host its projects. We remain focused on the ongoing importance of our community support during the pandemic, not just in order to mitigate the impacts of COVID-19, but also in greater community outreach.

Many of our host communities depend on our support, and I would like to extend my thanks to each operation for ensuring the continuity of these important programs. The Cobre Panamá mine supports the Girl Up Club, a UN-funded movement that provides training and support to empower young women in surrounding communities. Kansanshi continues to provide support for the Young Women's Christian Association, which manages the one-stop gender-based violence survivor center that treats victims of gender-based violence. The Sentinel Mine continues to support the Start Your Business training program, a program to equip people in the mine's catchment area with business skills to promote sustainable community development. Our literacy program in Akjoujt, Mauritania, continues to offer local women opportunities to gain education and independence through literacy and numeracy lessons thanks to our team at Quebrada Blanca.

Despite the challenges faced in the year, First Quantum Minerals achieved its best financial performance to date, with sales revenues rising to $7.2 billion, gross profit of $2.6 billion, and net earnings attributable to shareholders of $832 million. For the full year 2021, First Quantum Minerals achieved its highest ever annual copper production of 816,000 tons, attributable to record-breaking production at Cobre Panamá and the resilience of our other operations in dealing with the challenges brought about by COVID-19. For 2021, Cobre Panamá demonstrated a strong recovery from the prior year when it was placed on preservation and safe maintenance from April to August due to COVID-19 restrictions.

Over the course of the year, Cobre Panamá had several milestone achievements, leading up to a record annual copper production of 331,000 tons for the year. Kansanshi achieved copper production of 202,000 tons in 2021, a decrease from the previous year, mainly due to lower grades in the mix and oxide circuits, coupled with lower oxide recovery and 3% lower throughput, which was a result of unplanned maintenance and processing of competent mixed ores. The decline in the oxide grade was due to the depletion of higher grade areas and the increased processing of low-grade ore from stockpiles. Despite the ball mill trunnion failure early in the year, Sentinel exited 2021 with its best quarterly production of the year.

Copper production for the whole year was 233,000 tons, and with the installation and commissioning of the fourth in-pit crusher completed, the plant is expected to increase throughput to 62 million tons per annum on an annualized basis through the course of 2022. All our other operations performed to expectations, achieving consolidated copper production of 50,000 tons for the year. The strong operational financial performance enabled the company to decrease net debt by nearly $1.4 billion during the year, taking the net debt level down to $6 billion at the end of 2021.

With the current strength in the copper price and the company on track to meet the previously announced $2 billion debt reduction target during the first half of this year, 2022, the target for debt reduction has been increased by an additional $1 billion in the short to medium term. Earlier this year, First Quantum was able to deliver on two significant commitments. Firstly, on January the seventeenth, we announced that we have set targets to reduce our Scope 1 and 2 greenhouse gas emissions by 30% by 2025 and by 50% by 2030. We have provided more information on these targets in the TCFD-aligned climate change report available on our website. It was important to us to set targets based on real, tangible solutions.

We are pleased that the solutions identified are not expected to result in significant incremental capital costs or operating costs, and do not rely on the use of offsets to achieve these targets. First Quantum is now well-positioned to deliver the copper that is essential to meet the global challenges faced by climate change with a significantly lower carbon footprint. Another announcement made on the same day was the announcement of a cautious but more meaningful dividend framework for our shareholders. Pursuant to the dividend policy, the company intends to pay, on a semi-annual basis, a performance dividend that represents, in the aggregate, 15% of available cash flows generated after planned capital expenditures and distributions to non-controlling interests.

It is expected that a minimum annual base dividend of CAD 0.10 per share, consisting of senior avenue dividends of CAD 0.05 per share, will be paid as part of the performance dividend. Looking forward, we see significant opportunities for First Quantum Minerals. Global demand for our key commodities, both copper and nickel, is looking very strong. Copper and nickel are also now widely recognized as essential components in the global transition to a low-carbon economy. Both copper and nickel are required in substantially high volumes for new renewable energy infrastructure and electric vehicles compared to the requirements for thermal energy and conventional internal combustion engines, cars. Further, in emerging economies, we see that continued economic upliftment of populations will entail ongoing demand for copper for construction of housing, industrial growth, and electrical infrastructure on a growing per capita basis.

We see these as fundamental demand elements over the medium to longer term. With our confidence in the strengthening long-term prospects for copper, we continue to advance our brownfield and greenfield projects. The company sees a path forward to 1 million tons of annual copper production through its organic brownfield opportunities. At Cobre Panamá, the CP100 expansion is well underway, with completion targeted for the end of 2023. This will allow an increase in the annual copper production to 400,000 tons in 2024. At Kansanshi, the S3 expansion is awaiting Board approval. It will enable the mine to transition to a much larger scale mining operation with steady annual copper production of approximately 250,000 tons. At Las Cruces, work on the underground project continues.

The project could extend the mine life by 15 years and contribute approximately 45,000 tons of annual copper equivalent production to First Quantum's production profile. We are also excited about the nickel growth within First Quantum. The Enterprise project is low cost, high grade, and nickel sulfide project with annual nickel production forecast to be around 30,000 tons per year over an 11-year mine life. Subject to Board approval, this will place First Quantum as a top 10 global nickel producer, and our shareholders will see the benefit of that into the future. We continue to advance our development projects at Taca Taca in the Salta Province in Argentina, and Taqueria in Apurímac, southern Peru. Gradual progress continues on these greenfield projects with various studies and negotiations which will lead in time to the construction and production.

A decision on either project is not expected before 2024-2025, while we preferentially focus on brownfields expansions. We look forward to the continuing growth of the business and to deliver returns for shareholders. Thank you.

Philip Pascall
Chairman and CEO, First Quantum Minerals

Thank you. I've now been advised that the scrutineer has completed the tabulation for each of the items of business. Based on provisional results, I declare that all resolutions have been approved and that the requisite majorities have been obtained. I would ask the scrutineer to compile the report regarding the voting results on all business matters, and I direct that the results be included in the minutes of this meeting. The results of the voting will be announced in a press release in accordance with the policies of the Toronto Stock Exchange and filed on www.sedar.com under the company's profile. There being no further business, I would ask for a motion to conclude this meeting. May I have a motion?

Sarah Robertson
Corporate Secretary, First Quantum Minerals

I move that the meeting be concluded.

Philip Pascall
Chairman and CEO, First Quantum Minerals

I hereby declare the formal business of the meeting concluded and the meeting terminated. As there are no questions, I would like to thank Clive as he stands down as a director and founder. It's over to you, Clive.

Clive Newall
Director and Founder, First Quantum Minerals

Thanks, Philip. Thanks for those good, kind words. I first met Philip back in 1996 when he was looking for a vehicle for a project in Zambia that he owned called Bwana Mkubwa. The deal was done, and the rest is history, with First Quantum growing from a standing start to becoming one of the top copper producers in the world, largely as a result of Philip's unique character and skill set. His inspirational leadership, his attitude that no project is too big or too complicated, his ability to surround himself with the best people in the business, have all been key to his success and will keep the company in good stead going forward.

Philip's decision to step back from his hands-on role will leave a gap, but the transition to the next generation of leaders has been carefully managed and will ensure the ongoing success of the company. Thanks for everything, Philip. I wish you all the best in your semi-retirement. I'd also like to comment briefly on Tristan's appointment as CEO. Absolutely is the right person to lead First Quantum through the next chapters of this company's unique story.

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