Jaguar Announces Filing of Circular for Its Annual General and Special Meeting of Shareholders
Toronto, Ontario – (Newsfile Corp. – July 8, 2021) – Jaguar Financial Corporation (TSXV: JFC.H) (the “Company” or “Jaguar“) is pleased to announce the filing of its Management Information Circular dated June 28, 2021 (the”Circular“) and related meeting documents in connection with the annual general and special meeting of shareholders of the Company (the”Shareholders“) to be held at the Company’s offices at 1 Adelaide Street East, Suite 801, Toronto, Ontario M5C 2V9 at 10:00 a.m. (Toronto time) on Monday August 9, 2021 (the”Meeting“). The Board of Directors of the Company (the”advice“) set June 28, 2021 as the registration date to determine the shareholders entitled to receive the notice and vote at the meeting.
In addition to the annual approvals required under the Business Corporations Act (Ontario) and the TSX Venture Exchange (the “TSXV“), including (i) the election of the Board; (ii) the appointment of the auditor of the Company for the ensuing year; and (iii) the re-approval of the stock option plan of the Company (the “Option plan“) for the following year, the Company will seek Shareholder approval for the following (collectively, the”Meeting resolutions“):
setting the number of directors on the Board at three (3);
fix the number of directors on the board from time to time within the limits of the minimum and maximum number of directors indicated in the articles of the Company, in accordance with article 125 (3) of the Business Corporations Act (Ontario) provided that the total number of directors so established may not exceed one-third of the number of directors elected at the previous annual general meeting of shareholders;
delisting of the ordinary shares of the Company (the “Ordinary actions“) TSXV, as more particularly described in the Circular;
amend the Articles of Association of the Company to change the name of the Company to a name determined by the Board in its sole discretion, as more particularly described in the Circular;
approving the continuation of the Company from Business Corporations Act (Ontario) to Business Corporations Act (British Columbia) including the adoption of new articles and notices of articles, as more particularly described in the Circular;
approving the revision of the price of 1,010,039 previously granted stock options (each a “Option“) issued to insiders of the Company (the”Retarification“) under the Option Plan at a new exercise price of $ 0.125 or at a higher price which may be demanded by the TSX Venture Exchange. The purpose of the price revision is to bring the exercise price of the options into line with the current market price of the common shares Price revision is subject to approval by the TSX Venture Exchange and the approval of disinterested shareholders of the Company in accordance with TSX Venture Exchange Policy 4.4 – Stock options. Further details on re-pricing are included in the circular; and
to deal with any other matter which may be duly submitted to the meeting.
The Company has chosen to use notification and access (“Notice and access“) the provisions of Regulation 54-101 – Communications with Beneficial Owners of Securities of a Reporting Issuer and Regulation 51-102 – Continuous information obligations distribute the documents of the Meeting to Shareholders. Notice and Access is a set of rules that allows issuers to post electronic versions of proxy documents on SEDAR and on an additional website, rather than sending hard copies to shareholders. Shareholders have the right to request hard copies of any proxy documents posted online by the Company under Notice and Access.
Meeting documents, including the circular, will be available under the company profile at www.sedar.com and https://docs.tsxtrust.com/2037 no later than July 8, 2021. The Company will provide any shareholder, upon request to the TSX Trust Company (“TSX Trust“), the transfer agent of the Company, a hard copy of the Circular and the audited financial statements of the Company for the years ended December 31, 2020 and 2019 or the management report of the Company filed with the securities authorities securities during the In order to allow a reasonable period of time for shareholders to receive and review a hard copy of the circular or other document before the proxy deadline (as set out below), any shareholder who wishes to receive paper copies of any meeting material must submit their written request to TSX Trust by July 19, 2021.
The deadline for the return of proxies for the meeting is Thursday, August 5, 2021 at 10:00 a.m. (Toronto time). Voting results for items to be considered by Jaguar shareholders at the Meeting will be announced after the Meeting and posted on SEDAR.
This announcement is for informational purposes only and does not constitute a solicitation or a proxy.
About Jaguar Financial Corporation
Jaguar is a Canadian merchant bank that typically invests in companies that Jaguar deems to be undervalued, neglected and underestimated. Investments made are usually motivated by events, for example when an investment is made in a company that is the subject of a takeover bid or when another change is initiated by a third party or a shareholder of the company. concerned. Jaguar’s goal is to help the management of the undervalued company create value that the market lacks.
Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of TSXV) accepts responsibility for the adequacy or accuracy of this press release.
For more information :
Chief Executive Officer, Chief Financial Officer and Director
E: [email protected]
Forward-looking statements and other caveats
This press release contains “forward-looking information” which may include, but is not limited to, information regarding activities, events or developments that the Company expects or anticipates will occur or may occur in the future. to come up. This forward-looking information is often, but not always, identified by the use of words and phrases such as “plans”, “expects”, “is planned”, “budget”, “planned”, “estimates”, “forecasts”. “,” Intends “,” anticipates “or” believes “or variations (including negative variations) of these words and expressions, or state that certain actions, events or results” could “,” could “, “Could”,, or “will” be taken, will occur or will be achieved. This forward-looking information includes, among other things, information concerning: expectations regarding the approval of all or part of the resolutions of the meeting and the effect they will have on the business and operations of the Company; the Company’s ability to successfully achieve its business objectives; and expectations regarding other economic, business and / or competitive factors.
Investors are cautioned that forward-looking information is not based on historical facts but rather reflects management’s expectations, estimates or projections regarding future results or events based on management’s opinions, assumptions and estimates believed to be reasonable at the time. date the declarations are made. Although the Company believes that the expectations reflected in this forward-looking information are reasonable, such information involves risks and uncertainties, and such information should not be relied upon because unknown or unforeseeable factors could have material adverse effects on the Company. the future results, performance or achievements of the Company. Key factors that could cause actual results to differ materially from those projected in the forward-looking information include the following: Shareholders, the TSX Venture Exchange and / or government authorities may not approve all of some of the applicable resolutions of the assembly; the potential impact of announcing or fulfilling meeting resolutions on regulatory and investor relations; and changes in economic, business and general political conditions, including changes in financial markets caused by the COVID-19 pandemic. This forward-looking information may be affected by risks and uncertainties relating to the activities of the Company and to market conditions.
This information is subject in its entirety to the caveats and information about risk factors contained in the documents filed by the Company with Canadian securities regulators, including, but not limited to the financial statements. of the Company and the related MD&A for the year ended December 31, 2020 and 2019 filed with the securities regulators of certain provinces of Canada and available under the Company’s profile on SEDAR at www.sedar.com.
If one or more of these risks or uncertainties materialize, or if the assumptions underlying the forward-looking information prove to be incorrect, actual results could differ materially from those described herein as intended, planned, anticipated, believed, estimated. or expected. Although the Company has attempted to identify risks, uncertainties and important factors that could cause actual results to differ materially, there may be others that could cause results not to be as anticipated. , estimated or planned. The Company does not intend and assumes no obligation to update this forward-looking information, except as required by applicable law.
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