logo
#

Latest news with #ManagementInformationCircular

ATS Announces Election Of Directors
ATS Announces Election Of Directors

Business Wire

time3 days ago

  • Business
  • Business Wire

ATS Announces Election Of Directors

CAMBRIDGE, Ontario--(BUSINESS WIRE)--ATS Corporation (TSX: ATS) (NYSE: ATS) (' ATS ' or the ' Company ') today announced that all of the nominee directors listed in the management information circular dated June 18, 2025, as amended and supplemented by an Addendum dated July 8, 2025 (the ' Management Information Circular '), were elected as directors of ATS. The vote was conducted electronically at the virtual Annual Meeting of Shareholders, which took place on August 7, 2025 (' Annual Meeting '). The voting results based on votes cast by shareholders present online or represented by proxy at the Annual Meeting are set out below: Name of Nominee Votes For Percent Votes Withheld Percent Avik Dey 87,137,391 99.54% 401,507 0.46% Joanne S. Ferstman 86,809,231 99.17% 729,667 0.83% Kirsten Lange 85,410,029 97.57% 2,128,869 2.43% Michael E. Martino 80,362,734 91.80% 7,176,164 8.20% Sharon C. Pel 84,109,689 96.08% 3,429,209 3.92% Daniel A. Pryor 87,529,635 99.99% 9,263 0.01% Philip B. Whitehead 87,524,454 99.98% 14,444 0.02% Expand The total percentage of ATS common shares represented at the Annual Meeting was 90.07%. Final results on all matters voted upon at the Annual Meeting will be filed on SEDAR+ and EDGAR. Following the conclusion of the AGM, Michael Martino was confirmed as the new Chair of the Board of Directors for ATS, as was anticipated and outlined in the Management Information Circular. About ATS Corporation ATS Corporation is an industry-leading automation solutions provider to many of the world's most successful companies. ATS uses its extensive knowledge base and global capabilities in custom automation, repeat automation, automation products and value-added solutions including pre-automation and after-sales services, to address the sophisticated manufacturing automation systems and service needs of multinational customers in markets such as life sciences, transportation, food & beverage, consumer products, and energy. Founded in 1978, ATS employs approximately 7,500 people at more than 65 manufacturing facilities and over 80 offices in North America, Europe, Southeast Asia and Oceania. The Company's common shares are traded on the Toronto Stock Exchange and the NYSE under the symbol ATS. Visit the Company's website at

Falcon Oil & Gas Ltd. - Notice of Annual General and Special Shareholder Meeting and Management Information Circular
Falcon Oil & Gas Ltd. - Notice of Annual General and Special Shareholder Meeting and Management Information Circular

Hamilton Spectator

time29-07-2025

  • Business
  • Hamilton Spectator

Falcon Oil & Gas Ltd. - Notice of Annual General and Special Shareholder Meeting and Management Information Circular

Falcon Oil & Gas Ltd. ('Falcon') Notice of Annual General and Special Shareholder Meeting and Management Information Circular 29 July 2025 - Falcon Oil & Gas Ltd. (TSXV: FO, AIM: FOG) will hold its Annual General and Special Shareholder Meeting at the Conrad Hotel, Earlsfort Terrace, Dublin 2, Ireland on 27 August 2025 at 11:00 a.m. (Dublin time). A complete notice and related documents are now available on SEDAR+ at and Falcon's website at and are being sent to shareholders of record as at 21 July 2025. Ends. For further information, please contact: CONTACT DETAILS: About Falcon Oil & Gas Ltd. Falcon Oil & Gas Ltd. is an international oil & gas company engaged in the exploration and development of unconventional oil and gas assets, with the current portfolio focused in Australia, South Africa and Hungary. Falcon Oil & Gas Ltd. is incorporated in British Columbia, Canada and headquartered in Dublin, Ireland. For further information on Falcon Oil & Gas Ltd. please visit Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Do Not Vote Yet: Statement from Ljubo Mikulic on Behalf of the Shareholders for Accountability of Lincoln Gold Mining Inc.
Do Not Vote Yet: Statement from Ljubo Mikulic on Behalf of the Shareholders for Accountability of Lincoln Gold Mining Inc.

Cision Canada

time28-07-2025

  • Business
  • Cision Canada

Do Not Vote Yet: Statement from Ljubo Mikulic on Behalf of the Shareholders for Accountability of Lincoln Gold Mining Inc.

VANCOUVER, BC, July 28, 2025 /CNW/ - As shareholders of Lincoln Gold Mining Inc. (" LMG" or the " Company") (TSXV: LMG), we, being Ljubo Mikulic, Betty Mikulic, Kristina Mikulic, Kresimir Francetic, Nediljka Herceg, and Ronald Budisa (the " Shareholders for Accountability", " we", " us", or " our"), are seeking much-needed changes with respect to the governance and leadership of LMG. On Friday, July 25, 2025, the Company filed its information circular dated July 23, 2025 (the " Management Information Circular") for the upcoming annual general meeting of the shareholders of the Company (the " Shareholders") on Friday, August 15, 2025 (the " Annual Meeting"). In response to the Management Information Circular, the Shareholders for Accountability are preparing and intend to file our own information circular (the " Shareholders for Accountability Circular"), which is being prepared to ensure all Shareholders have access to comprehensive information about our director nominees and resolutions for approval at the Annual Meeting, and to enable Shareholders to make informed decisions about LMG's governance, leadership and future. Ljubo Mikulic, on behalf of the Shareholders for Accountability, is urging the Shareholders of record to wait for the Shareholders for Accountability Circular and refrain from voting or submitting their proxy in response to the Management Information Circular. We remain firmly committed to acting in the best interests of all Shareholders and stakeholders of LMG, and our priority is to ensure the Company is governed with transparency, regulatory compliance, accountability, and in a way that recognizes the true potential of the Company while creating increased value for all Shareholders. Further details will be communicated through appropriate and lawful channels, in full accordance with applicable securities regulations. Cautionary Statement Regarding Forward-Looking Information This press release contains forward-looking statements. All statements contained in this filing that are not clearly historical in nature or that necessarily depend on future events are forward-looking, and the words "expects", "will", "intends" and similar expressions are generally intended to identify forward-looking statements. These statements are based on current expectations of the Shareholders for Accountability and currently available information. They are not guarantees of future performance, involve certain risks and uncertainties that are difficult to predict, and are based upon assumptions as to future events that may not prove to be accurate. The Shareholders for Accountability do not assume any obligation to update any forward-looking statements contained in this press release, except as required by applicable law. Information in Support of Public Broadcast Solicitation The information contained in this press release does not and is not meant to constitute a solicitation of a proxy within the meaning of applicable corporate and securities laws. Shareholders of the Company are not being asked at this time to execute a proxy in favour of the Company's director nominees or in respect of any other matter to be acted upon at the Annual Meeting. In connection with the Annual Meeting, the Shareholders for Accountability intend to file a dissident information circular, being the Shareholders for Accountability Circular, in due course in compliance with applicable corporate and securities laws, including section 9.2(4) of NI 51-102 – Continuous Disclosure Obligations. This press release is available under the Company's profile on SEDAR+ at The registered office of the Company is Suite 400 – 789 West Pender Street, Vancouver, British Columbia V6C 1H2. None of the Shareholders for Accountability are requesting that Shareholders submit a proxy at this time. The costs incurred in the preparation and mailing of any circular or proxy solicitation by the Shareholders for Accountability and any other participants named herein will be borne directly and indirectly by the Shareholders for Accountability. This press release and any solicitation made by the Shareholders for Accountability is, or will be, as applicable, made by such parties, and not by or on behalf of the management of the Company. Proxies may be solicited by proxy circular, mail, telephone, email or other electronic means, as well as by newspaper or other media advertising and in person by managers, directors, officers and employees of the Shareholders for Accountability who will not be specifically remunerated therefor. In addition, the Shareholders for Accountability may solicit proxies by way of public broadcast, including press release, speech or publication and any other manner permitted under applicable Canadian laws, and may engage the services of one or more agents and authorize other persons to assist it in soliciting proxies on their behalf. No member of the Shareholders for Accountability nor any of their respective associates or affiliates has or has had any material interest, direct or indirect, in any transaction since the beginning of the Company's last completed financial year or in any proposed transaction that has materially affected or will or would materially affect the Company or any of the Company's affiliates. No member of the Shareholders for Accountability nor any of their associates or affiliates has any material interest, direct or indirect, by way of beneficial ownership of securities or otherwise, in any matter to be acted upon at the Annual Meeting, other than the election of directors.

Roots Announces Results of Voting at Fiscal 2024 Annual and Special Meeting of Shareholders and Changes to Board of Directors
Roots Announces Results of Voting at Fiscal 2024 Annual and Special Meeting of Shareholders and Changes to Board of Directors

Business Wire

time22-07-2025

  • Business
  • Business Wire

Roots Announces Results of Voting at Fiscal 2024 Annual and Special Meeting of Shareholders and Changes to Board of Directors

TORONTO--(BUSINESS WIRE)--Roots ('Roots,' 'Roots Canada' or the 'Company') (TSX: ROOT), a premium-outdoor lifestyle brand, today announced the results of voting at its Fiscal 2024 Annual and Special Meeting of Shareholders held today (the 'Meeting'). Each of the matters voted upon at the Meeting as set out below is described in greater detail in the Notice of Annual and Special Meeting of Shareholders and Management Information Circular of Roots dated June 6, 2025. The total number of shares represented at the Meeting was 32,924,989, representing approximately 82% of Roots' outstanding shares entitled to be voted. Election of Directors All of the nominees listed in the Management Information Circular prepared in connection with the Meeting were elected as directors by a resolution passed by a majority of the shareholders represented in person or by proxy at the Meeting, to hold office until the next annual meeting following their election or until their successors are elected or appointed. The following represents the votes received with regard to such matter: Nominee Votes For % Votes For Votes Against % Votes Against Phil Bacal 32,880,672 99.87% 43,987 0.13% Scott Cameron 32,882,972 99.87% 41,687 0.13% Mary Ann Curran 32,887,789 99.89% 36,870 0.11% Gregory David 32,887,732 99.89% 36,927 0.11% Edward H. Kernaghan 32,893,372 99.90% 31,287 0.10% Dale H. Lastman, C.M., O. Ont. 32,883,982 99.88% 40,677 0.12% Dexter Peart 32,886,772 99.88% 37,887 0.12% Meghan Roach 32,883,989 99.88% 40,670 0.12% Erol Uzumeri 32,867,677 99.83% 56,982 0.17% Expand As previously disclosed, Richard Mavrinac and Joel Teitelbaum did not seek re-election at the Meeting. Meghan Roach, President and Chief Executive Officer of Roots, stated: 'We look forward to welcoming Scott Cameron and Ed Kernaghan to the Roots Board of Directors. Scott's deep experience in Asia will be additive as we continue to explore global expansion, while Ed brings a strong background in capital markets and public company boards. I would also like to sincerely thank Joel Teitelbaum and Richard Mavrinac for their commitment and meaningful contributions to Roots over the years.' Erol Uzumeri, Chairman of the Board, added: 'We are excited to strengthen our Board with the appointments of Scott and Ed, whose complementary skills fit perfectly with our goals. Scott's international experience and Ed's governance expertise will bring valuable insights to our discussions as we work toward a promising future. On behalf of the Board, I am grateful to Joel and Richard for their thoughtful leadership and commitment throughout their tenure.' Scott Cameron is a self-employed consultant advising and financing ventures in the consumer, apparel, and sports/athletics sectors. Between 2021-2022, he served as CEO of Hourglass Cosmetics, a cruelty-free luxury beauty brand. Prior to that, Mr. Cameron held several senior executive roles at Canada Goose from 2016-2021, including President of Asia-Pacific, President of Greater China, EVP of Stores and Ecommerce, and Chief Strategy and Business Development Officer. Before Canada Goose, Mr. Cameron was a Partner in the Consumer and Retail practice at McKinsey & Company, advising global brands on growth strategy, merchandising, international expansion, organization, and digital transformation. He holds an MBA from Harvard Business School, where he was a George Baker Scholar, and a Bachelor of Commerce (Honours) from Queen's University. Edward Kernaghan is currently President of Kernwood Limited and a partner at Kernaghan & Partners, positions he has held since October 2000 and January 2015, respectively. Mr. Kernaghan has over 15 years of experience in the financial services business. He held the position of Executive Vice-President at Kernaghan Securities, a firm he started along with his father, Ted Kernaghan, in 2001. Mr. Kernaghan also currently serves on a number of other public company boards, including Velan Inc., Exco Technologies Limited, Obsidian Energy Ltd. and Black Diamond Group Limited. Mr. Kernaghan is a graduate of the University of Toronto with a Master of Science in Theoretical Physics, and he has a Bachelor of Science, Honors degree from Queen's University. Appointment of Auditors KPMG LLP was reappointed as auditor of Roots and the directors were authorized to fix the auditor's remuneration by a resolution passed by a majority of the shareholders represented in person or by proxy at the Meeting. The following represents the votes received with regard to such matter: Votes For % Votes For Votes Withheld % Votes Withheld 32,905,219 99.94% 19,770 0.06% Expand Approval of Amendment to Omnibus Equity Incentive Plan The adoption of the amendment to Roots' omnibus equity incentive plan was approved by a resolution passed by a majority of the shareholders present or represented by proxy at the Meeting. As a result, the total number of common shares of Roots available for issuance under the omnibus equity incentive plan has increased from 3,679,220 common shares to 4,084,703 common shares. The following represents the votes received with regard to such matter: Votes For % Votes For Votes Against % Votes Against 32,761,398 99.50% 163,261 0.50% Expand About Roots Established in 1973, Roots is a global lifestyle brand. Starting from a small cabin in northern Canada, Roots has become a global brand with over 100 corporate retail stores in Canada, two stores in the United States, and an eCommerce platform, We have more than 100 partner-operated stores in Asia, and we also operate a dedicated Roots-branded storefront on in China. We design, market, and sell a broad selection of products in different departments, including women's, men's, children's, and gender-free apparel, leather goods, footwear, and accessories. Our products are built with uncompromising comfort, quality, and style that allows you to feel At Home With NatureTM. We offer products designed to meet life's everyday adventures and provide you with the versatility to live your life to the fullest. We also wholesale through business-to-business channels and license the brand to a select group of licensees selling products to major retailers. Roots Corporation is a Canadian corporation doing business as 'Roots' and 'Roots Canada'.

Alpayana Comments on the Separation Agreements Entered into by Sierra Metals Inc. and Certain of its Officers
Alpayana Comments on the Separation Agreements Entered into by Sierra Metals Inc. and Certain of its Officers

Cision Canada

time18-07-2025

  • Business
  • Cision Canada

Alpayana Comments on the Separation Agreements Entered into by Sierra Metals Inc. and Certain of its Officers

LIMA, Peru, July 18, 2025 /CNW/ - Alpayana S.A.C. (" Alpayana") wishes to comment on certain disclosure made by Sierra Metals Inc. (" Sierra" or the " Company") in its Management Information Circular dated June 23, 2025 (the " Circular"), which was filed to SEDAR+ on July 8, 2025. In the Circular (on page 57) , Sierra disclosed that on May 12, 2025, Sierra entered into separation agreements (each, a " Separation Agreement") with each of the following named executive officers (" NEOs") of Sierra: ERNESTO BALAREZO (CEO), JEAN PIERRE FORT (CFO), RAJESH VYAS (Vice President, Corporate Controller), ALBERTO CALLE (Vice President, Human Resources) and PATRICIA KOSA (Vice President). In connection with such Separation Agreements, Sierra disclosed that it made one-time payments in the aggregate of approximately US$3 million (less applicable withholding taxes) to the NEOs. Alpayana wishes to clarify that it neither supported nor endorsed the entering into of the Separation Agreements by Sierra, nor any change of control payments made pursuant thereto, and is concerned with Sierra's actions for the following reasons: 1. The Separation Agreements Have the Effect of Removing the "Double Trigger" Mechanism Under the NEO Employment Agreements Right after Alpayana launched its take-over bid of Sierra (the " Bid"), Sierra, with the board of directors' support, entered into or amended its change of control agreements with the NEOs providing for millions of dollars of change of control payments to be payable to such NEOs if they were terminated without cause within 12 months of a change of control (i.e. a "double trigger" mechanism). On the date Alpayana took control of the Company, through the Separation Agreements, Sierra and its incumbent management team, endorsed by the board of directors (comprised by Miguel Aramburu, Robert M. Neal, Roberto Maldonado, Beatriz Orrantia and Wendy Kaufmann) have effectively amended such NEO change of control agreements to remove the "double trigger" mechanism provided for thereunder, and provided themselves unilaterally with the ability to terminate such persons and trigger their change of control payments, without Alpayana's consent. The result of such amendment, is that Alpayana has been deprived of its right to determine whether it would retain the current NEOs, such that the change of control payments would not have been triggered. 2. The Change of Control Payments Should Not have Been Made Given Sierra's Liquidity Issues Alpayana raised liquidity concerns with respect to Sierra throughout the duration of the Bid. Alpayana identified such risks for shareholders in its take-over bid circular, including by flagging Sierra's high and expensive debt load and high corporate expenses. Alpayana is concerned with Sierra's decision to enter into the Separation Agreements in order to trigger the change of control payments, as the Company already had a weak balance sheet and outsized corporate expenses prior to the Bid. Consequently, any further siphoning of cash to Sierra's NEOs is highly inappropriate and not in the best interests of the Company. Indeed, in a letter sent on June 11, 2025, legal counsel to the Special Committee of Sierra, instructed by the board of directors of Sierra, expressly informed Alpayana that Sierra Metals was short of liquidity and was managing its cash so as to meet unavoidable obligations. Sierra Metals is short of liquidity and is managing cash so as to meet unavoidable obligations. Mindful of all of the company's stakeholders, including minority shareholders of its Peruvian subsidiary, Sociedad Minera Corona, Sierra Metals has restricted the amounts to be properly transferred from Corona to the legal limits. Accounts payable have increased by $14 million in Sierra Metals' wholly owned Mexican subsidiary, negatively impacting relationships with critical local suppliers and other Mexican stakeholders. 3. Sierra Delayed the Disclosure of the Separation Agreements Alpayana is concerned that Sierra failed to immediately disclose on May 12, 2025 that it had entered into the Separation Agreements, as this is material information to Sierra and its shareholders. Sierra instead chose to wait almost two months to disclose the information to the public, and buried the information in its Circular, which was filed to SEDAR+ on July 8, 2025. Sierra seems to have developed a practice of burying and delaying the disclosure of material information, as it also failed to provide full and timely disclosure of the first amendments that were made to the employment agreements of certain officers of the Company following the commencement of the Bid. The Directors' Circular of Sierra dated January 13, 2025 (the " Directors' Circular") states that Sierra entered into executive employment agreements, "as amended", that provide for change of control payments. No date of such amendments was stated in the Directors' Circular and shareholders were not aware that such amendments occurred after the launch of the Bid in order to increase the payments received by management. Such amendments were never press released and Sierra still has not publicly disclosed the date on which such amendments were made. Moreover, the Circular disclosure does not address whether any separation agreements or change of control payments were made to employees or officers of Sierra who are not NEOs of Sierra. Alpayana will not be able to confirm whether any further change of control payments were made, until it receives access to Sierra's records following the meeting of Sierra shareholders on July 29, 2025. 4. No Valid Purpose for the Separation Agreements Since the commencement of the Bid, Sierra made not one, but two amendments to the employment agreements of certain of its officers, each time ostensibly to retain employees. As stated by Sierra in its Notice of Change to the Directors' Circular dated May 5, 2025, Sierra determined to make the first set of amendments to the employment agreements of certain officers of the Company, to provide such officers with adequate protection in the event that such officers were terminated without cause within 12 months of a change of control and to ensure the continued retention of such officers as a result of the Bid. In the Circular, Sierra discloses that it determined to enter into the Separation Agreements for "continuity of management" (i.e. the exact same reason). In Alpayana's view, this suggests that there was no valid purpose for entering into the Separation Agreements, other than to force the payment of the change of control payments to such employees and effectively remove the double trigger mechanism. ABOUT ALPAYANA Alpayana Canada Ltd. (" Alpayana Canada") is a Canadian wholly-owned subsidiary of Alpayana and was incorporated for the sole purpose of making the offer to purchase all of the issued and outstanding common shares of Sierra. Alpayana is a family-owned private mining company committed to the development and promotion of sustainable and responsible mining. It strives to leave a positive and meaningful legacy by prioritizing the wellbeing of its employees, the communities it impacts and the environment. Alpayana has been operating mines in Peru for over 38 years, has a successful M&A track record, and experience in developing projects with discipline and with a view on long-term intrinsic value. Alpayana has revenues in excess of US$500 million and a robust balance sheet. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION This document contains "forward-looking statements" (as defined under applicable securities laws). These statements relate to future events and reflect Alpayana Canada's and Alpayana's expectations, beliefs, plans, estimates, intentions, and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Forward-looking statements include, but are not limited to, statements regarding Alpayana's intentions with respect to any change of control payments, the Separation Agreements or the pursuit of remedies relating thereto. Such forward-looking statements reflect Alpayana Canada and Alpayana's current beliefs and are based on information currently available. In some cases, forward-looking statements can be identified by terminology such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential", "continue", "target", "intend", "could" or the negative of these terms or other comparable terminology. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and a number of factors could cause actual events or results to differ materially from the results discussed in the forward-looking statements. In evaluating these statements, readers should specifically consider various factors that may cause actual results to differ materially from any forward-looking statement. These factors include, but are not limited to, market and general economic conditions (including slowing economic growth, inflation and rising interest rates) and the dynamic nature of the industry in which Alpayana operates. Although the forward-looking information contained in this document is based upon what Alpayana Canada and Alpayana believe are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. The forward-looking statements contained in this document are made as of the date of this document and should not be relied upon as representing views as of any date subsequent to the date of this document. Except as may be required by applicable law, Alpayana Canada and Alpayana do not undertake, and specifically disclaim, any obligation to update or revise any forward-looking information, whether as a result of new information, further developments or otherwise.

DOWNLOAD THE APP

Get Started Now: Download the App

Ready to dive into a world of global content with local flavor? Download Daily8 app today from your preferred app store and start exploring.
app-storeplay-store