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- Material Deficiencies in the Dissident's Gold Proxy Have Been Identified by LabGold
- The Dissident's Failure to Adhere to its Own Requisition May Affect the Validity of Their Gold Proxy
- Shareholders are Urged to Vote ONLY on the BLUE Proxy or BLUE VIF to Ensure Votes Are Counted, and to Disregard any Gold or Other Proxy That They Receive From the Dissident
- Questions? Need Help Voting BLUE? Contact Kingsdale Advisors at 1-888-518-6813 (toll-free in North America), email contactus@kingsdaleadvisors.com, or visit www.TheFutureofLAB.com
Labrador Gold Corp. (TSX.V: LAB | FNR: 2N6) ("LabGold" or the "Corporation") today announced that based on a detailed review of the proxy materials filed by Coloured Ties Capital Inc. ("Coloured Ties" or the "Dissident") in connection with the Corporation's upcoming Annual General and Special Meeting of Shareholders to be held on February 24, 2026 (the "Meeting"), it believes there are material and misleading deficiencies that LabGold shareholders should be advised on. As a result, the votes cast on the Dissident's Gold Form of Proxy and Gold Voting Instruction Form ("Gold Proxy") may need to be rejected by the Chair at the Meeting based on the inconsistency with the Dissident's own Shareholder Meeting Requisition (the "Requisition") that it submitted to the Corporation. LabGold shareholders are urged to vote ONLY on the BLUE Form of Proxy (Proxy) or BLUE Voting Instruction Form (VIF) to ensure their votes are counted at the Meeting, and to disregard any Gold or other Proxy that they receive from the Dissident.
The material deficiencies in the Dissident's proxy materials show a fundamental lack of competence of the Dissident and their nominees and undermine the ability of shareholders to make a clear, informed choice about the future of LabGold. This highlights the significant risks LabGold shareholders assume by supporting the Dissident's self-serving campaign for effective control without paying a premium to all shareholders.
Dissident's Gold Proxy Does Not Reflect the Contents of The Requisition
The Dissident's circular and Gold Proxy misrepresent how the election of directors vote must work at the Meeting based on the terms of the Requisition. The Dissident's statements and suggestion that the Corporation's BLUE Proxy and BLUE VIF is inaccurate are simply wrong. They seem intent on creating confusion and doubt for LabGold shareholders about how to vote. In fact, the Dissident self-servingly omitted LabGold's nominees from the Gold Proxy, which also does not accurately reflect that the Requisition included express conditions and a single ordinary resolution slate vote for its four nominees. This is a desperate manipulation of the clear terms of the Requisition.
This is a replay of the Dissident's playbook in previous proxy fights: present selective information to win shareholder votes, gain control of a company to serve their own agenda, and destroy value for the very shareholders who bought into the unrealistic dream.
Shareholders Are Urged to Vote ONLY the BLUE Proxy or BLUE VIF to Ensure Their Votes Are Counted.
The Corporation's BLUE Proxy and BLUE VIF are consistent with the Requisition, all applicable laws and LabGold by-laws, and include all items of business to be considered at the Meeting. This allows all LabGold shareholders to make as clear and informed of a choice as possible in the circumstances.
The BLUE Proxy and BLUE VIF reflects the LabGold Board of Director's unanimous recommendations to vote "FOR" the Corporation's resolutions, which supports LabGold's long-term strategy including the Change of Business and the qualified LabGold nominees, and "AGAINST"/"WITHHOLD" on the Dissident's resolutions. Shareholders are strongly encouraged to vote using ONLY the BLUE Proxy and BLUE VIF to ensure their votes are counted at the Meeting.
Have Questions or Need Help Voting BLUE?
Shareholders who require assistance should contact LabGold's strategic advisor: Kingsdale Advisors
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Completion of the Change of Business (the "transaction") is subject to a number of conditions, including but not limited to, TSX Venture Exchange acceptance and shareholder approval. The transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Labrador Gold Corp. should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
About Labrador Gold Corp.
LabGold is a Canadian-based mineral exploration company focused on the acquisition and exploration of prospective gold projects in Eastern Canada.
The Hopedale property covers much of the Archean-age Florence Lake greenstone belt, which extends over 60 kilometers. While typical of greenstone belts globally, the area has been underexplored. LabGold's work to date has identified gold anomalies in rocks, soils, and lake sediments across a three-kilometer section of the northern portion of the belt. Five gold occurrences lie along this trend, four of which were discovered by LabGold. Additional anomalous gold values occur across approximately 40 kilometers of the southern portion of the belt. Recent exploration has also demonstrated potential for copper, nickel, and cobalt.
The Borden Lake project near Chapleau, Ontario lies immediately southeast of Discovery Silver Corp's Borden gold mine. Past exploration by LabGold identified two anomalous zones based on geochemistry and geophysics.
The Corporation has 170,009,979 common shares issued and outstanding and trades on the TSX Venture Exchange under the symbol LAB.
For more information, please contact:
Roger Moss, President and CEO
Tel: 416-704-8291
Website: www.labradorgold.com
X: @LabGoldCorp
Neither the TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements: This news release contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions are intended to identify forward-looking statements. Such statements reflect our current views with respect to future events and are subject to risks and uncertainties. Many factors could cause our actual results to differ materially from the statements made, including those factors discussed in filings made by us with the Canadian securities regulatory authorities. Should one or more of these risks and uncertainties, such as actual results of current exploration programs, the general risks associated with the mining industry, the price of gold and other metals, currency and interest rate fluctuations, increased competition and general economic and market factors, occur or should assumptions underlying the forward looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, or expected. We do not intend and do not assume any obligation to update these forward-looking statements, except as required by law. Shareholders are cautioned not to put undue reliance on such forward-looking statements.
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/7142f3c1-0685-4875-8547-f712824d4d20
