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Medipharm Labs Corp
Symbol LABS
Shares Issued 415,138,973
Close 2025-06-11 C$ 0.08
Market Cap C$ 33,211,118
Recent Sedar Documents

Medipharm dissident Apollo court case dismissed

2025-06-11 19:26 ET - News Release

An anonymous director reports

MEDIPHARM ANNOUNCES COMPLETE DISMISSAL OF DISSIDENT COURT PROCEEDING RELATED TO ANNUAL AND SPECIAL MEETING

The Superior Court of Justice -- Ontario (commercial list) -- has fully dismissed the application (CV-25-00743454-00CL) issued by Apollo Technology Capital Corp. and Nobul Technologies Inc. against Medipharm Labs Corp. on May 16, 2025.

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 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, 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.

The company encourages 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 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 pro-actively contact their broker to obtain their 16-digit control number associated with the green management proxy. Once received, you can cast your vote.

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 Corp.

Founded in 2015, Medipharm Labs specializes in the development and manufacture of purified, pharmaceutical-quality cannabis concentrates, active pharmaceutical ingredients and advanced derivative products utilizing a good manufacturing practice 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 licence from Health Canada, becoming the only company in North America to hold a commercial-scale domestic good manufacturing practices licence for the extraction of multiple natural cannabinoids. This GMP licence was the first step in the company's current foreign drug manufacturing site registration with the U.S. Food and Drug Administration.

In 2023, Medipharm acquired Vivo Cannabis Inc., which expanded Medipharm's reach to medical patients in Canada through the Canna Farms medical e-commerce 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.

North American toll-free number:  1-888-777-2059

Outside of North America banks, brokers and collect calls:  1-289-695-3075

E-mail:  assistance@investor.sodali.com

North American toll-free facsimile:  1-877-218-5372

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