16,899,224 SHERRITT SHARES ALREADY TENDERED TO SC2 OFFER

/NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

CALGARY, AB, April 22, 2024 /CNW/ - SC2 Inc. ("SC2") is pleased to announce that 16,899,224 common shares of Sherritt International Corporation (TSX: S) ("Sherritt"), representing 4.25% of the Sherritt public float, have already been tendered to the previously announced offer by SC2 to purchase up to 21,621,621 common shares of Sherritt, at a price of $0.37 per common share (the "Offer").

Only 4,722,397 common shares remain available for purchase under the Offer, which expires on May 3, 2024. SC2 expects to take up and pay for all the common shares tendered to the Offer no later than May 7, 2024.

If more than the maximum number of common shares for which the Offer is made are delivered in accordance with the Offer and not withdrawn at the time of take up of the common shares, the common shares to be purchased from each depositing shareholder will be determined in priority based on the order in which those deposits were received by the Olympia Trust Company, the Depositary and Information Agent, rather than on a pro rata basis according to the number of common shares delivered by each shareholder.

For more information on the Offer please refer to SC2's news releases dated April 8, 2024, and April 10, 2024, and the letter to shareholders and letter of transmittal to be used to accept the Offer, which are posted at www.sedarplus.ca, under Sherritt's SEDAR+ profile.

If you have any questions with respect to the Offer, or need assistance in depositing your common shares, please contact the Depositary and Information Agent for the Offer: North America Toll Free Number: 1-833-684-1546; Outside North America Call Collect: 1-587-774-2340; Email: cssinquiries@olympiatrust.com.

This news release contains forward-looking information within the meaning of securities laws. In general, forward-looking information refers to disclosure about possible conditions, events, or financial performance that is based on future economic conditions and courses of action, and includes disclosure that is presented as a forecast, plan, or projection. More particularly and without limitation, this news release contains forward looking information concerning SC2's plans to take up and pay for the common shares of Sherritt that are tendered to the Offer. The forward-looking information is based on certain key expectations and assumptions made by SC2. Although SC2 believes that the expectations and assumptions on which the forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because SC2 can give no assurance that they will prove to be accurate. By its nature, forward-looking information is subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed in this news release. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date of this news release, and to not use such forward-looking information for anything other than its intended purpose. SC2 undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by securities laws.

THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER OR SOLICITATION TO PURCHASE SECURITIES IN ANY JURISDICTION IN WHICH, OR TO OR FROM ANY PERSON TO OR FROM WHOM, IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION UNDER APPLICABLE SECURITIES OR OTHER LAWS. THE OFFER IS BEING MADE SOLELY PURSUANT TO THE LETTERS, WHICH SET FORTH THE COMPLETE TERMS OF THE OFFER THAT SHAREHOLDERS SHOULD CAREFULLY READ PRIOR TO MAKING ANY DECISION.

SOURCE SC2 Inc.

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