Early Warning Report and News Release Regarding Securities of Methanex Corporation Held by Sunil Jagwani
TORONTO, April 21, 2026 (GLOBE NEWSWIRE) —
FORM 62-103F1
REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS
METHANEX CORPORATION
State if the report is filed to amend information disclosed in an earlier report. Indicate the date of the report that is being amended.
This report (the “Report”) dated April 21, 2026 is an initial report under the early warning reporting system.
| Item 1 – Security and Reporting Issuer | ||
| 1.1 | State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities.
This Report relates to common shares (the “Common Shares”) in the capital of Methanex Corporation (the “Issuer”), and certain put and call options as defined in Item 2.2 (the “Options”) under which the Acquiror (as defined below) currently has either the right or the obligation to acquire additional Common Shares. The Issuer’s address is: Methanex Corporation |
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| 1.2 | State the name of the market in which the transaction or other occurrence that triggered the requirement to file this report took place.
The Cboe BZX Options Exchange. See Item 2.2. |
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| Item 2 – Identity of the Acquiror | ||
| 2.1 | State the name and address of the acquiror.
This Report is filed by Mr. Sunil Jagwani (“Mr. Jagwani”), whose address is c/o Key Group Long Term Investments LP, McKinney Bancroft & Hughes, Mareva House, 4 George Street, P.O. Box N-3937, Nassau, Bahamas. The term “Acquiror”, as used in this Current Report, includes both Mr. Jagwani and Key Group Long Term Investments LP (“KGLTI”), a Bahamas limited partnership. KGLTI is the holder of the Common Shares and the Options, all of which are ultimately beneficially owned by Mr. Jagwani as the sole general partner and sole limited partner of KGLTI. Mr. Jagwani also has direction and control over the Common Shares and Options as all investment decisions relating to them are made by Mr. Jagwani. |
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| 2.2 | State the date of the transaction or other occurrence that triggered the requirement to file this report and briefly describe the transaction or other occurrence.
The requirement to file this Report was triggered on April 10, 2026 by: (i) the purchase by the Acquiror through the Cboe BZX Options Exchange of 35,000 call options entitling the holder to acquire an aggregate of 3,500,000 Common Shares until August 21, 2026, at a price of U.S. $75.00 per Common Share (the “Call Options”); and (ii) the sale by the Shareholder of 35,000 put options under which the Shareholder has the obligation to acquire an aggregate of 3,500,000 Common Shares until December 18, 2026, at a price of U.S. $40 in respect of 17,500 options relating to 1,750,000 Common Shares (the “Group 1 Put Options”) and at a price of U.S. $45 in respect of 17,500 options relating to 1,750,000 Common Shares (the “Group 2 Put Options” and, collectively with the Group 1 Put Options, the “Put Options”). The Call Options and the Put Options are collectively referred to as the “Options”. This Report was not timely issued as a news release or filed with the Canadian Securities Administrators as the Acquiror was not aware of the applicable timing requirements of Section 5.2(1) of National Instrument 62-104 Take-Over Bids and Issuer Bids (“NI 62-104”) until after the prescribed time periods had passed. Upon receiving advice from Canadian legal counsel regarding those requirements, the Acquiror arranged to issue this Report as a news release and file it with the Canadian Securities Regulators as promptly as practicable thereafter. On April 15, 2026, the Acquiror purchased an additional 87,500 Common Shares through the facilities of the Nasdaq Global Select Market and the Toronto Stock Exchange, unaware that such purchases were not compliant with the purchase moratorium provisions of Section 5.3 of National Instrument 62-104 Take-Over Bids and Issuer Bids. Upon receiving advice from Canadian legal counsel regarding the operation of the purchase moratorium prohibitions, the Acquiror disposed of all such additional Common Shares through market sales made on April 17, 2026 and April 20, 2026, for aggregate proceeds of sale that were less than the aggregate purchase price paid, resulting in an aggregate loss on the disposal of such Common Shares of Cdn. $270,483.63, based on the exchange rate referenced in Item 4.1. |
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| 2.3 | State the names of any joint actors.
Not applicable. |
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| Item 3 – Interest in Securities of the Reporting Issuer | ||
| 3.1 | State the designation and number or principal amount of securities acquired or disposed of that triggered the requirement to file the report and the change in the acquiror’s security holding percentage in the class of securities.
Prior to the transactions in the Options which occurred on April 10, 2026, the Acquiror held 3,499,000 Common Shares, representing approximately 4.52% of the 77,339,520 Common Shares then issued and outstanding. Immediately following the transactions in the Options on April 10, 2026, the Acquiror was deemed to beneficially own, and have direction and control over, a total of 8,801,500 Common Shares, consisting of: (i) 1,801,500 Common Shares that the Acquiror continued to hold, after disposing of 1,697,500 Common Shares in consideration for the transactions in the Options (see Item 4.1); (ii) the 3,500,000 Common Shares that the Acquiror has the right to acquire as a result of its purchase of the Call Options; and (iii) the 3,500,000 Common Shares that the Acquiror has the obligation to acquire as a result of its sale of the Put Options. On April 15, 2026, the Acquiror purchased an additional 87,500 Common Shares through the facilities of the Nasdaq Global Select Market and the Toronto Stock Exchange, which have since been disposed of. See Item 2.2. As a result, the Acquiror currently is deemed to beneficially own, and to have control and direction over, approximately 11.38% of the 77,339,520 Common Shares currently issued and outstanding. |
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| 3.2 | State whether the acquiror acquired or disposed ownership of, or acquired or ceased to have control over, the securities that triggered the requirement to file the report.
The Acquiror acquired both ownership of, and direction and control over, the Options and was deemed to acquire both ownership of, and direction and control over, the Common Shares that it has the right or obligation to acquire pursuant to the Options. See Item 3.1. |
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| 3.3 | If the transaction involved a securities lending arrangement, state that fact.
Not applicable. |
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| 3.4 | State the designation and number or principal amount of securities and the acquiror’s security holding percentage in the class of securities, immediately before and after the transaction or other occurrence that triggered the requirement to file this report.
The Acquiror held approximately 4.52% of the issued and outstanding common shares prior to the transactions triggering the requirement to file this Report, and approximately 11.38% thereafter. See Item 3.1. |
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| 3.5 | State the designation and number or principal amount of securities and the acquiror’s security holding percentage in the class of securities referred to in Item 3.4 over which | |
| (a) | the acquiror, either alone or together with any joint actors, has ownership and control,
The Acquiror has or is deemed to have both ownership of, and direction and control over, the Options and the Common Shares that it has the right or obligation to acquire pursuant to the Options. See Item 3.1. |
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| (b) | the acquiror, either alone or together with any joint actors, has ownership but control is held by persons or companies other than the acquiror or any joint actor, and
Not applicable. |
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| (c) | the acquiror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership.
Not applicable. |
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| 3.6 | If the acquiror or any of its joint actors has an interest in, or right or obligation associated with, a related financial instrument involving a security of the class of securities in respect of which disclosure is required under this item, describe the material terms of the related financial instrument and its impact on the acquiror’s security holdings.
Not applicable. |
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| 3.7 | If the acquiror or any of its joint actors is a party to a securities lending arrangement involving a security of the class of securities in respect of which disclosure is required under this item, describe the material terms of the arrangement including the duration of the arrangement, the number or principal amount of securities involved and any right to recall the securities or identical securities that have been transferred or lent under the arrangement.
State if the securities lending arrangement is subject to the exception provided in section 5.7 of NI 62-104. Not applicable. |
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| 3.8 | If the acquiror or any of its joint actors is a party to an agreement, arrangement or understanding that has the effect of altering, directly or indirectly, the acquiror’s economic exposure to the security of the class of securities to which this report relates, describe the material terms of the agreement, arrangement or understanding.
Not applicable. |
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| Item 4 – Consideration Paid | ||
| 4.1 | State the value, in Canadian dollars, of any consideration paid or received per security and in total.
The 35,000 Call Options were purchased by Acquiror at a price of U.S. $3.66 or Cdn. $4.99956 per Call Option, for an aggregate purchase price of U.S. $12,810,000 or Cdn. $17,498,460 for the Call Options. The 17,500 Group 1 Put Options were sold by the Acquiror at a price of U.S. $2.93 or Cdn. $4.00238 per Put Option, for an aggregate sale price of U.S. $5,127,500 or Cdn. $7,004,165 for the Group 1 Put Options. The 17,500 Group 2 Put Options were sold by the Acquiror at a price of U.S. $4.39 or Cdn. $5.99674 per Put Option, for an aggregate sale price of U.S. $7,682,500 or Cdn. $10,494,295 for the Group 2 Put Options. The purchase price payable by the Acquiror for the purchase of the Call Options was fully netted against the proceeds of sale to payable to the Acquiror for the sale of the Put Options, with the result that no cash payment was made either by the Acquiror, or to the Acquiror, in connection with its purchase and sale of the Options. Concurrently with its purchase and sale of the Options, the Acquiror sold 1,697,500 Common Shares for cash proceeds, at a price of U.S. $59 or Cdn. $80.594 per Common Share. See Item 2.2 for additional information regarding the prices at which the Acquiror has the right or obligation to acquire Common Shares pursuant to the Options. The U.S. dollar amounts stated in this Item 4.1 have been converted to Canadian dollars using the exchange rate of Cdn. $1.3660 = U.S. $1, which was the prevailing Bank of Canada exchange rate on April 20, 2026, the day prior to the date of this Report. |
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| 4.2 | In the case of a transaction or other occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, disclose the nature and value, in Canadian dollars, of the consideration paid or received by the acquiror.
Not applicable. |
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| 4.3 | If the securities were acquired or disposed of other than by purchase or sale, describe the method of acquisition or disposition.
Not applicable. |
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| Item 5 – Purpose of the Transaction
State the purpose or purposes of the acquiror and any joint actors for the acquisition or disposition of securities of the reporting issuer. Describe any plans or future intentions which the acquiror and any joint actors may have which relate to or would result in any of the following: |
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| (a) | the acquisition of additional securities of the reporting issuer, or the disposition of securities of the reporting issuer; | |
| (b) | a corporate transaction, such as a merger, reorganization or liquidation, involving the reporting issuer or any of its subsidiaries; | |
| (c) | a sale or transfer of a material amount of the assets of the reporting issuer or any of its subsidiaries; | |
| (d) | a change in the board of directors or management of the reporting issuer, including any plans or intentions to change the number or term of directors or to fill any existing vacancy on the board; | |
| (e) | a material change in the present capitalization or dividend policy of the reporting issuer; | |
| (f) | a material change in the reporting issuer’s business or corporate structure; | |
| (g) | a change in the reporting issuer’s charter, bylaws or similar instruments or another action which might impede the acquisition of control of the reporting issuer by any person or company; | |
| (h) | a class of securities of the reporting issuer being delisted from, or ceasing to be authorized to be quoted on, a marketplace; | |
| (i) | the issuer ceasing to be a reporting issuer in any jurisdiction of Canada; | |
| (j) | a solicitation of proxies from securityholders; | |
| (k) | an action similar to any of those enumerated above. | |
| As of the date of this Report, the Acquiror does not have any specific current plan or future intention to participate in a transaction which would relate to or result in the occurrence of item (a) of Item 5, but may or may not purchase or sell securities of the Issuer in the future on the open market or in private transactions in the ordinary course, depending on market conditions and other factors material to the Acquiror’s investment decision. | ||
| As of the date of this Report, the Acquiror does not have any specific current plan or future intention to participate in a transaction or other material change which would relate to or result in the occurrence of any of items (b) through (k) of Item 5, but may decide to do so in the event that a firm proposal for a transaction or other material change is advanced by the Issuer, or any other party, on terms satisfactory to the Acquiror. | ||
| Item 6 – Agreements, Arrangements, Commitments or Understandings With Respect to Securities of the Reporting Issuer
Describe the material terms of any agreements, arrangements, commitments or understandings between the acquiror and a joint actor and among those persons and any person with respect to securities of the class of securities to which this report relates, including but not limited to the transfer or the voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Include such information for any of the securities that are pledged or otherwise subject to a contingency, the occurrence of which would give another person voting power or investment power over such securities, except that disclosure of standard default and similar provisions contained in loan agreements need not be included. Not applicable. |
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| Item 7 – Change in material fact
If applicable, describe any change in a material fact set out in a previous report filed by the acquiror under the early warning requirements or Part 4 in respect of the reporting issuer’s securities. Not applicable. |
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| Item 8 – Exemption
If the acquiror relies on an exemption from requirements in securities legislation applicable to formal bids for the transaction, state the exemption being relied on and describe the facts supporting that reliance. Not applicable. |
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| Item 9 – Certification
The undersigned, on behalf of the Acquiror, certifies that to the best of its knowledge, information and belief, that the statements made in this report are true and complete in every respect. |
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“Sunil Jagwani”
Sunil Jagwani
The General Partner of KEY GROUP
LONG TERM INVESTMENTS LP
“Sunil Jagwani”
Sunil Jagwani
For further details or to obtain a copy of the early warning report filed in connection with the above, please visit www.sedarplus.com or contact: Key Group Long Term Investments LP, Attention: Head of Operations, Telephone: 44 20 3598 3368; email: operations@kghl.net
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