0001104659-14-037013.txt : 20140509 0001104659-14-037013.hdr.sgml : 20140509 20140509154223 ACCESSION NUMBER: 0001104659-14-037013 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140509 FILED AS OF DATE: 20140509 DATE AS OF CHANGE: 20140509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HudBay Minerals Inc. CENTRAL INDEX KEY: 0001322422 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 980485558 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34244 FILM NUMBER: 14828861 BUSINESS ADDRESS: STREET 1: 201 PORTAGE AVENUE, SUITE 1906 CITY: WINNEPEG STATE: A2 ZIP: R3B 3L3 BUSINESS PHONE: (204) 949-4261 MAIL ADDRESS: STREET 1: 201 PORTAGE AVENUE, SUITE 1906 CITY: WINNEPEG STATE: A2 ZIP: R3B 3L3 6-K 1 a14-7128_496k.htm 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13A-16 OR 15D-16 OF

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of May 2014

 

Commission File Number: 001-34244

 

HUDBAY MINERALS INC.

(Translation of registrant’s name into English)

 

25 York Street, Suite 800

Toronto, Ontario

M5J 2V5, Canada

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F o

 

Form 40-F x

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  o

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes o

 

No x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

 

 



 

EXPLANATORY NOTE

 

On May 8, 2014 and May 9, 2014, respectively, HudBay Minerals Inc. (“Hudbay”) filed on the Canadian Securities Administrators’ System for Electronic Document Analysis and Retrieval (SEDAR) website at www.sedar.com (i) a Report of Voting Results announcing the outcome of the votes at the Annual and Special Meeting of Shareholders of Hudbay held on May 8, 2014, and (ii) a material change report relating to Hudbay’s May 5, 2014 announcement that it extended its offer to acquire all of the outstanding shares of Augusta Resource Corporation (“Augusta”) not already owned by Hudbay (the “Offer”) until 5:00 p.m. (Toronto time) on May 16, 2014.

 

Copies of the filings are attached to this Form 6-K and incorporated herein by reference, as follows:

 

·                  Exhibit 99.1 — Report of Voting Results announcing the outcome of the votes at the Annual and Special Meeting of Shareholders of Hudbay held on May 8, 2014; and

 

·                  Exhibit 99.2 — Material change report dated May 9, 2014 (incorporated herein by reference to Hudbay’s filing pursuant to Rule 425 on May 9, 2014).

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

HUDBAY MINERALS INC.

 

(registrant)

 

 

 

 

 

 

 

By:

/s/ Patrick Donnelly

 

 

 

 

Name:

Patrick Donnelly

 

Title:

Vice President, Legal and Corporate Secretary

 

Date: May 9, 2014

 

3



 

EXHIBIT INDEX

 

The following exhibits are furnished as part of this Form 6-K:

 

Exhibit

 

Description

 

 

 

99.1

 

Report of Voting Results announcing the outcome of the votes at the Annual and Special Meeting of Shareholders of Hudbay held on May 8, 2014.

 

 

 

99.2

 

Material change report dated May 9, 2014 (incorporated by reference to Hudbay’s filing pursuant to Rule 425 on May 9, 2014).

 

4


EX-99.1 2 a14-7128_49ex99d1.htm EX-99.1

Exhibit 99.1

 

HudBay Minerals Inc.

Report of Voting Results

(Section 11.3 of National Instrument 51-102)

 

The following describes the matters voted upon and the outcome of the votes at the Annual and Special Meeting of Shareholders (the “Meeting’) of HudBay Minerals Inc. (the “Corporation”) held on May 8, 2014 in Toronto, Ontario.  Each of the matters is described in greater detail in the Corporation’s Notice of Annual and Special Meeting and Management Information Circular (the “Circular”) that was mailed to shareholders prior to the Meeting.

 

Item 1:  Amendment to Articles

 

On a vote by a show of hands, the special resolution to amend the Corporation’s articles to increase the minimum number of directors from three to six and the maximum number of directors from ten to thirteen was approved. Based on proxies received prior to the Meeting, management received proxies in favour of the resolution from the holders of 143,561,428 shares, representing approximately 99.83% of the shares represented by proxy at the Meeting and voted on the matter.

 

Item 2:  Election of Directors

 

On a vote by a show of hands, each of the ten nominees listed in the Circular was elected as a director of the Corporation for the ensuing year or until his successor is elected or appointed. Based on proxies received prior to the Meeting, each director received the following favourable votes cast by proxy in respect of his election:

 

Director

 

Number of Favourable
Votes Cast by Proxy

 

Percentage of Favourable
Votes Cast by Proxy

 

David Garofalo

 

143,086,862

 

99.50

%

Igor A. Gonzales

 

143,610,501

 

99.86

%

Tom A. Goodman

 

142,431,589

 

99.04

%

Alan R. Hibben

 

143,613,451

 

99.87

%

W. Warren Holmes

 

141,011,586

 

98.06

%

Sarah B. Kavanagh

 

143,613,109

 

99.87

%

John L. Knowles

 

141,650,423

 

98.50

%

Alan J. Lenczner

 

143,026,466

 

99.46

%

Kenneth G. Stowe

 

143,632,949

 

99.88

%

G. Wesley Voorheis

 

142,285,153

 

98.94

%

 

Item 3:  Appointment of Auditor

 

On a vote by a show of hands, Deloitte LLP was appointed auditor of the Corporation and the directors were authorized, upon the recommendation of the Audit Committee, to fix the auditor’s remuneration.  Based on proxies received prior to the Meeting, management received proxies in favour of the appointment of Deloitte LLP as auditor from the holders of 144,178,428 shares, representing approximately 99.55% of the shares represented by proxy at the Meeting and voted on the matter.

 



 

Date: May 8, 2014

 

 

 

 

HUDBAY MINERALS INC.

 

 

 

 

 

(signed) Patrick Donnelly

 

Name:

Patrick Donnelly

 

Title:

Vice President, Legal and Corporate

 

 

Secretary