Requisition

Mayfair Gold Schedules Annual General and Special Meeting of Shareholders in Response to Shareholder Requisition

Retrieved on: 
Wednesday, April 17, 2024

MATHESON, Ontario, April 17, 2024 (GLOBE NEWSWIRE) -- Mayfair Gold Corp. (“Mayfair” or the “Company”) (TSX-V: MFG; OTCQB: MFGCF) today announced that it has called an annual general and special meeting (the "Meeting") of its shareholders to be held on June 5, 2024, in response to a shareholder requisition submitted by MWCGOF SPV III LP, an investment fund controlled by Muddy Waters Capital LLC ("Muddy Waters").

Key Points: 
  • MATHESON, Ontario, April 17, 2024 (GLOBE NEWSWIRE) -- Mayfair Gold Corp. (“Mayfair” or the “Company”) (TSX-V: MFG; OTCQB: MFGCF) today announced that it has called an annual general and special meeting (the "Meeting") of its shareholders to be held on June 5, 2024, in response to a shareholder requisition submitted by MWCGOF SPV III LP, an investment fund controlled by Muddy Waters Capital LLC ("Muddy Waters").
  • On March 27, 2024, Muddy Waters requisitioned an annual general meeting of shareholders (the "Requisition") for the purpose of reconstituting Mayfair's board of directors.
  • Please see the Company's news release dated March 28, 2024, for full particulars of the items of business called for by the Requisition.
  • Mayfair will continue to provide updates to shareholders on any significant developments relating to the foregoing as required and appropriate.

Mayfair Gold Receives Shareholder Meeting Requisition

Retrieved on: 
Thursday, March 28, 2024

MATHESON, Ontario, March 28, 2024 (GLOBE NEWSWIRE) -- Mayfair Gold Corp. (“Mayfair” or the “Company”) (TSX-V: MFG; OTCQB: MFGCF) today announced that it has received a shareholder meeting requisition notice pursuant to section 167 of the Business Corporations Act (British Columbia) (the “Requisition”) dated March 27, 2024 from MWCGOF SPV III LP (the “Requisitioning Shareholder”), a fund controlled by Muddy Waters Capital LLC (“Muddy Waters”).

Key Points: 
  • MATHESON, Ontario, March 28, 2024 (GLOBE NEWSWIRE) -- Mayfair Gold Corp. (“Mayfair” or the “Company”) (TSX-V: MFG; OTCQB: MFGCF) today announced that it has received a shareholder meeting requisition notice pursuant to section 167 of the Business Corporations Act (British Columbia) (the “Requisition”) dated March 27, 2024 from MWCGOF SPV III LP (the “Requisitioning Shareholder”), a fund controlled by Muddy Waters Capital LLC (“Muddy Waters”).
  • The Requisitioning Shareholder purports to hold in excess of five percent (5%) of the issued common shares of the Company.
  • The Company is reviewing the Requisition, with the assistance of its professional advisors, and will respond appropriately in due course.
  • Mayfair’s President and CEO, Patrick Evans, commented: “The Company is grateful for the many expressions of support it has received from shareholders.

Gildan Sets Meeting Date and Provides Regulatory Update

Retrieved on: 
Monday, January 29, 2024

Shareholders will receive details about the matters to be presented at the Meeting and about how to vote in a management information circular to be delivered to them in advance of the Meeting.

Key Points: 
  • Shareholders will receive details about the matters to be presented at the Meeting and about how to vote in a management information circular to be delivered to them in advance of the Meeting.
  • The Company also agrees with shareholders who hold the view that a meeting is not required to resolve this matter.
  • But for the violation of the HSR Act, Browning West would not have held sufficient shares to exercise the right to requisition a meeting under Canadian corporate law.
  • The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

Publication of Circular and Notice of Requisitioned EGM

Retrieved on: 
Monday, January 8, 2024

The Notice of Extraordinary General Meeting sets out the resolutions to be proposed at the Requisitioned EGM (the “Vision Resolutions”) and is contained in the Circular.

Key Points: 
  • The Notice of Extraordinary General Meeting sets out the resolutions to be proposed at the Requisitioned EGM (the “Vision Resolutions”) and is contained in the Circular.
  • THE BOARD OF I-RES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE AGAINST ALL Vision RESOLUTIONS AT THE REQUISITIONED EGM.
  • Shareholders are also invited to submit their votes in respect of the Vision Resolutions to be put to Shareholders at the Requisitioned EGM through any other means described in the Circular.
  • Details of how to do this are provided in the Statement of Procedures to the Notice of Extraordinary General Meeting set out in the Circular.

Commencement of Strategic Review

Retrieved on: 
Monday, January 8, 2024

The Company today announces that the Board of Directors of I-RES (the “Board”) has decided to commence a strategic review to consider and evaluate all strategic options that may be available to maximise and unlock value for shareholders in the Company (the “Strategic Review”).

Key Points: 
  • The Company today announces that the Board of Directors of I-RES (the “Board”) has decided to commence a strategic review to consider and evaluate all strategic options that may be available to maximise and unlock value for shareholders in the Company (the “Strategic Review”).
  • This Strategic Review will commence as soon as practicable in Q1 2024, following the release of the Company’s 2023 Full Year Financial Results.
  • The Special Committee will retain specialist international financial and real estate advice to assist with the Strategic Review.
  • There is no certainty that any change will result from the Strategic Review or that any sale, strategic investment or other transaction will be concluded, nor as to the terms on which any offer, strategic investment or other transaction may be made.

Receipt of Requisition Notice

Retrieved on: 
Wednesday, December 20, 2023

18 December 2023, Dublin | Following the announcement made by Vision Capital Corporation ("Vision Capital" or “Vision”) earlier today, the Company confirms that it has received a letter and accompanying notice dated 18 December 2023 from Vision Capital, seeking to requisition an extraordinary general meeting (“EGM”) of the Company under section 178 of the Companies Act 2014 (the "Requisition").

Key Points: 
  • 18 December 2023, Dublin | Following the announcement made by Vision Capital Corporation ("Vision Capital" or “Vision”) earlier today, the Company confirms that it has received a letter and accompanying notice dated 18 December 2023 from Vision Capital, seeking to requisition an extraordinary general meeting (“EGM”) of the Company under section 178 of the Companies Act 2014 (the "Requisition").
  • The Requisition proposes to remove five existing directors from the Board of the Company, with five new directors proposed as replacements, and also requests the Board put forth a resolution to require the Company to initiate a strategic review process.
  • The Board believes an EGM is not in the interests of the Company’s shareholders and wider stakeholders.
  • The Board is in the process of reviewing the content and validity of the Requisition with its advisers.

Shareholder of Canaccord Requisitions Shareholders' Meeting to Reconstitute Board

Retrieved on: 
Wednesday, March 8, 2023

Although the Concerned Shareholder has requisitioned the Meeting, there is currently no record or meeting date set for the Meeting, and shareholders are not being asked at this time to execute a proxy in favour of the Shareholder Nominees or any other resolution set forth in the Requisition.

Key Points: 
  • Although the Concerned Shareholder has requisitioned the Meeting, there is currently no record or meeting date set for the Meeting, and shareholders are not being asked at this time to execute a proxy in favour of the Shareholder Nominees or any other resolution set forth in the Requisition.
  • In connection with the Meeting, the Concerned Shareholder may file a dissident information circular in due course in compliance with applicable corporate and securities laws.
  • This press release and any solicitation made by the Concerned Shareholder in advance of the Meeting is, or will be, as applicable, made by the Concerned Shareholder, and not by or on behalf of the management of the Company.
  • The Concerned Shareholder may engage the services of one or more agents and authorize other persons to assist in soliciting proxies on behalf of the Concerned Shareholder.

Sandpiper Group to FCR: Stop Spinning the Truth. It’s Time for Honest Engagement.

Retrieved on: 
Friday, February 24, 2023

Now we have a Board of 10, with at least eight incumbent trustees loyally rowing with management.

Key Points: 
  • Now we have a Board of 10, with at least eight incumbent trustees loyally rowing with management.
  • Below is a copy of the email exchange:
    Samir, thank you for your time and our discussions over the last few weeks.
  • Sandpiper may engage the services of one or more agents and authorize other persons to assist in soliciting proxies on behalf of Sandpiper.
  • Sandpiper has retained Morrow Sodali (Canada) Ltd. (“Morrow Sodali”) to assist Sandpiper in soliciting proxies of unitholders.

Noranda Income Fund Sets Date for Unitholder Meeting

Retrieved on: 
Wednesday, December 14, 2022

TORONTO, Dec. 14, 2022 (GLOBE NEWSWIRE) -- Noranda Income Fund (TSX:NIF.UN) (the “Fund”) announced today that a special meeting of unitholders (the “Meeting”) will be held on March 28, 2023 in response to the meeting requisition notice received from certain unitholders, including Riverstyx Capital Management and LM Asset Fund Limited Partnership, dated November 24, 2022.

Key Points: 
  • TORONTO, Dec. 14, 2022 (GLOBE NEWSWIRE) -- Noranda Income Fund (TSX:NIF.UN) (the “Fund”) announced today that a special meeting of unitholders (the “Meeting”) will be held on March 28, 2023 in response to the meeting requisition notice received from certain unitholders, including Riverstyx Capital Management and LM Asset Fund Limited Partnership, dated November 24, 2022.
  • Noranda Income Fund is an income trust whose units trade on the Toronto Stock Exchange under the symbol “NIF.UN”.
  • Noranda Income Fund owns the electrolytic zinc processing facility and ancillary assets (the “Processing Facility”) located in Salaberry-de-Valleyfield, Quebec.
  • Kingsdale Advisors is acting as strategic shareholder advisor and proxy solicitation agent to Noranda Income Fund.

Noranda Income Fund Receives Unitholder Meeting Requisition

Retrieved on: 
Friday, November 25, 2022

TORONTO, Nov. 24, 2022 (GLOBE NEWSWIRE) -- Noranda Income Fund (TSX:NIF.UN) (the Fund) today announced that it received a meeting requisition notice (the Requisition) dated November24,2022 on behalf of the beneficial holders of, in aggregate, greater than 20% of the outstanding Class A Priority Units of the Fund.

Key Points: 
  • TORONTO, Nov. 24, 2022 (GLOBE NEWSWIRE) -- Noranda Income Fund (TSX:NIF.UN) (the Fund) today announced that it received a meeting requisition notice (the Requisition) dated November24,2022 on behalf of the beneficial holders of, in aggregate, greater than 20% of the outstanding Class A Priority Units of the Fund.
  • The Fund is reviewing the Requisition with the assistance of its professional advisors and will respond in due course.
  • Noranda Income Fund is an income trust whose units trade on the Toronto Stock Exchange under the symbol NIF.UN.
  • Noranda Income Fund owns the electrolytic zinc processing facility and ancillary assets (the Processing Facility) located in Salaberry-de-Valleyfield, Quebec.