MediPharm Announces Complete Dismissal of Dissident Court Proceeding Related to Annual and Special Meeting

Yahoo

11-06-2025

TORONTO, June 11, 2025 (GLOBE NEWSWIRE) -- MediPharm Labs Corp. (TSX: LABS) (OTCQB: MEDIF) (FSE: MLZ) ('MediPharm' or the 'Company'), a pharmaceutical company specialized in precision-based cannabinoids, today announced that the Superior Court of Justice – Ontario (Commercial List) (the 'Court') has fully dismissed the application (CV-25-00743454-00CL) (the 'Application') issued by Apollo Technology Capital Corporation ('Apollo') and Nobul Technologies Inc. (together with Apollo, the 'Applicants') against the Company on May 16, 2025 (the 'Notice').
The Applicants sought an order from the Court, amongst other things, appointing a third-party independent chair to preside over the Annual and Special Meeting of Shareholders of the Company (the 'Meeting') on June 16, 2025. The Applicants argued that MediPharm has a 'design or plan to invalidate proxies' and that the Company had acted improperly warranting the appointment of a third-party independent chair.
The Court dismissed the Application in full.
In doing so, the Court found that a third-party independent chair was not required in the circumstances as there was no evidence or indication that MediPharm's proposed meeting chair will act unfairly at the Meeting.
Regarding the conduct of Apollo's principal, Mr. Regan McGee, the Court found:
'The evidence shows that Mr. McGee has threatened to release a draft press release which, among other things, compared Mr. Pidduck to known serial killers. Press Releases have also been issued by Mr. McGee or the Applicants which accuse MediPharm and the Board of securities fraud, breach of fiduciary duty and running a corrupt election process to entrench themselves. Mr. McGee has threatened to sue the Board by way of a derivative action for breach of fiduciary duty and associated damages because of the rejection of the $3.4 million offer and has commenced a lawsuit against MediPharm, two of its senior officers and directors, as well as the Company's external litigation firm (Tyr LLP) and counsel (James Bunting) which claimed $50 million in damages. Mr. McGee, repeated the allegations set out in the lawsuit in the Dissident Circular and then abandoned and withdrew the claim against Tyr LLP and Mr. Bunting, and agreed to terms of settlement that included a declaration by Mr. McGee that Tyr LLP and Mr. Bunting are not in a conflict of interest in acting for MediPharm, that they had not misused confidential information, that Mr. McGee would not disparage Mr. Bunting or Tyr LLP and provided a full release to Tyr LLP and Mr. Bunting.'
The Company remains committed to a fair shareholder meeting process, in compliance with its constating documents and all applicable laws.
We encourage shareholders to please vote using ONLY the GREEN proxy or GREEN voting instruction card and to support each of the director nominees recommended by MediPharm's Board of Directors (the 'Board') and the other matters being considered at the Meeting. To ensure your proxy is counted at the Meeting, please submit it well in advance of the June 13 proxy cut-off.
Vote for the Highly Qualified MediPharm Nominees
MediPharm urges shareholders to vote only using the GREEN proxy or GREEN voting instruction form in support of all of the Company's nominees and resolutions.
To ensure your vote is counted, shareholders are encouraged to proactively contact their broker to obtain their 16-digit control number associated with the GREEN management proxy. Once received, you can cast your vote by visiting www.medipharmlabsagm.com.
You may receive materials or outreach from the dissident — please disregard any such communications and vote only using the GREEN proxy in support of the Company's nominees.
About MediPharm Labs
Founded in 2015, MediPharm Labs specializes in the development and manufacture of purified, pharmaceutical-quality cannabis concentrates, active pharmaceutical ingredients (API) and advanced derivative products utilizing a Good Manufacturing Practices certified facility with ISO standard-built clean rooms. MediPharm Labs has invested in an expert, research driven team, state-of-the-art technology, downstream purification methodologies and purpose-built facilities for delivery of pure, trusted and precision-dosed cannabis products for its customers. MediPharm Labs develops, formulates, processes, packages and distributes cannabis and advanced cannabinoid-based products to domestic and international medical markets.
In 2021, MediPharm Labs received a Pharmaceutical Drug Establishment License from Health Canada, becoming the only company in North America to hold a commercial-scale domestic Good Manufacturing Practices License for the extraction of multiple natural cannabinoids. This GMP license was the first step in the Company's current foreign drug manufacturing site registration with the US FDA.
In 2023, MediPharm acquired VIVO Cannabis Inc., which expanded MediPharm's reach to medical patients in Canada via Canna Farms medical ecommerce platform, and in Australia and Germany through Beacon Medical Australia PTY Ltd. and Beacon Medical Germany GMBH. This acquisition also included Harvest Medical Clinics in Canada which provides medical cannabis patients with Physician consultations for medical cannabis education and prescriptions.
The Company carries out its operations in compliance with all applicable laws in the countries in which it operates.
Shareholder Voting Assistance:
If you have any questions or require any assistance in executing your GREEN proxy or voting instruction form, please call Sodali & Co at:
North American Toll-Free Number: 1.888.777.2059Outside North America, Banks, Brokers and Collect Calls: 1.289.695.3075Email: [e-mail] American Toll-Free Facsimile: 1.877.218.5372
For up-to-date information and assistance in voting please visit: www.medipharmlabsagm.com
Investor Contact:
MediPharm Labs Investor RelationsTelephone: +1 416.913.7425Email: [e-mail]
Media Contact:
John VincicOakstrom Advisors+1 (647) [e-mail]
Cautionary Note Regarding Forward-Looking Information:
This news release contains 'forward-looking information' and 'forward-looking statements' (collectively, 'forward-looking statements') within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as 'expects', or 'does not expect', 'is expected', 'anticipates' or 'does not anticipate', 'plans', 'budget', 'scheduled', 'forecasts', 'estimates', 'believes' or 'intends' or variations of such words and phrases or stating that certain actions, events or results 'may' or 'could', 'would', 'might' or 'will' be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate to, among other things: timing of the Annual and Special Meeting, any impacts to MediPharm shareholders of the actions relating to the Applicants or Mr. McGee, and any outcomes resulting from the circumstances and information cited herein. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; the inability of MediPharm Labs to obtain adequate financing; the delay or failure to receive regulatory approvals; and other factors discussed in MediPharm Labs' continuous disclosure filings, available on the SEDAR+ website at www.sedarplus.ca. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, MediPharm Labs assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change.Sign in to access your portfolio