RED DEER, Alberta–(BUSINESS WIRE)–The Concerned Shareholders (the “Concerned Shareholders“) of Rifco Inc. (“Rifco” or “Company”) (TSX VENTURE: RFC), have been forced to file with the Court of the Queen’s Bench of Alberta on November 19th, 2020, an application seeking, among other things, (i) an order restraining the CEO and the incumbent Board from postponing, delaying, cancelling, disrupting or in any way interfering with the annual general & special meeting of the shareholders of Rifco to be held on December 11, 2020 (the “Meeting”); (ii) an order appointing an Independent Chairperson to chair the Meeting; and (iii) an order restraining the CEO and the Board from any further self-dealing schemes using Company resources.
The Court application was filed on behalf of the Concerned Shareholders of Rifco, led by 933672 Alberta Ltd., Tim Peterson, Ruth Peterson, Sorbrick Capital Corp., 812787 Alberta Ltd., Big Country Holdings Ltd., Norman Storch and Jeffrey Newhouse.
The Concerned Shareholders currently exercise control or direction over an aggregate of 9,460,582 common shares (the “Common Shares“) in the capital of Rifco, representing approximately 43.80% of the 21,597,483 outstanding Common Shares. As previously announced the Concerned Shareholders’ director nominees are Jared Priestner, Tim Peterson, Jeffrey Newhouse and Sean Aylward, each of whom is highly qualified and well-known in the business community.
Repeated misconduct and stonewalling by the CEO and Board have left the Concerned Shareholders no viable alternative, other than to incur unnecessary expenses to take legal action that forces the CEO and Board to act fairly in the interests of Rifco and all its shareholders, as their fiduciary duties should dictate. To date, the CEO and the Board have been unresponsive to the Concerned Shareholders numerous attempts to engage in discussion for an orderly and fair election.
The Concerned Shareholders are preparing a Dissident Proxy Circular and accompanying Form of Proxy, which they intend to mail to Rifco shareholders in due course prior to the Meeting.
The Concerned Shareholders are not soliciting proxies in connection with the Meeting at this time. The Concerned Shareholders have retained Shorecrest Group Ltd. (“Shorecrest”) as its strategic shareholder communications and proxy advisor. Shorecrest’s responsibility will include providing strategic advice and advising the Concerned Shareholders with respect to the Meeting and proxy protocol. Shorecrest’s responsibilities will also include soliciting shareholders should the Concerned Shareholders commence a formal solicitation of proxies.