Source: GlobeNewswire (MIL-OSI)
Demands Management’s Board Nominees John Medland and Emily Jameson Withdraw Immediately or Face Public Complicity in Ongoing Alleged Systemic Violations of Securities Laws
URGES SHAREHOLDERS TO VOTE THE GOLD PROXY CARD “FOR” APOLLO CAPITAL’S SIX DIRECTOR NOMINEES AND DISREGARD MEDIPHARM LABS’ GREEN PROXY CARD
TORONTO, May 30, 2025 (GLOBE NEWSWIRE) — Apollo Technology Capital Corporation (“Apollo Capital”), which together with its affiliates and associates collectively is one of the largest shareholders of MediPharm Labs Corp. (TSX: LABS) (OTCQB: MEDIF) (FSE: MLZ) (“MediPharm”, “MediPharm Labs”, or the “Company”), owning approximately 3% of the Company’s common stock, today condemned MediPharm Labs and its leadership team for their blatant failure and outright refusal to answer simple, direct, and highly serious questions concerning credible allegations of alleged extensive securities act disclosure violations committed by the MediPharm Labs’ Board of Directors (the “Board”) and management team.
In a deeply troubling display of evasion and obfuscation, MediPharm Labs’ senior management and current board—including Chairman Chris Taves (Managing Director and Head of Capital Markets for Asia at BMO), CEO David Pidduck (former CEO of OxyContin® Manufacturer Purdue Pharma), Shelley Potts, Chris Halyk, Keith Strachan, and recently resigned Audit Committee Chair Michael Bumby—have persistently refused to respond meaningfully to allegations of systemic and intentional securities fraud.
Apollo Capital asks incoming MediPharm Labs Board nominees John Medland and Emily Jameson: How long will you continue standing for election to a board that consistently refuses to answer basic questions about credible allegations of securities fraud? Are you prepared to potentially permanently stain your professional reputations by associating yourselves with an entity that has been accused of deliberately evading accountability and transparency?
Apollo Capital demands immediate, straightforward answers from MediPharm’s directors to the following questions:
Has MediPharm Labs changed its revenue recognition practices from those in place two years ago?
Is any purported growth simply a result of creative accounting designed to deceive shareholders?
Given the undeniable gravity and credible evidence surrounding these allegations, Apollo Capital reiterates its urgent call for an immediate, comprehensive investigation by regulatory authorities including the Ontario Securities Commission (OSC), the Toronto Stock Exchange (TSX), and the U.S. Securities and Exchange Commission (SEC).
Earlier this week, Apollo Capital raised broader concerns about the current Board’s commitment to ethical conduct, asking its fellow shareholders if they felt like Chairman Chris Taves properly fulfilled his fiduciary and moral duties and obligations to make them fully aware of David Pidduck’s history as CEO and VP of Marketing for OxyContin® Manufacturer Purdue Pharma, and whether they felt like details of Pidduck’s very recent past were MATERIAL facts that Chairman Taves should have made crystal clear before asking them on multiple occasions to vote in favour of Pidduck’s outrageous and off-market compensation package.
Apollo Capital’s nominees, experienced professionals known for corporate turnarounds, have clearly outlined their mission: to root out any corporate rot, restore credibility, and return value to shareholders.
MediPharm Labs shareholders deserve accountability, transparency and competent leadership—not empty claims, evasive tactics and an almost complete destruction of investor value.
Previous Apollo Capital press releases detailing allegations of fraudulent and unethical activities at MediPharm Labs can be accessed here:
MediPharm Labs Shareholders can visit www.CureMediPharm.com, to sign up for important campaign updates.
VOTE THE GOLD PROXY CARD “FOR” APOLLO CAPITAL’S SIX DIRECTOR NOMINEES AND DISREGARD MEDIPHARM LABS’ GREEN PROXY CARD
To access Apollo Capital’s Circular and related proxy materials, including a proxy or voting instruction form, visit SEDAR+ at www.sedarplus.ca.
Contacts
For Shareholders:
Carson Proxy
North American Toll-Free Phone: 1-800-530-5189
Local or Text Message: 416-751-2066 (collect calls accepted)
E: info@carsonproxy.com
For Media:
CureMediPharm@gasthalter.com
Legal Disclosures
Information in Support of Public Broadcast Exemption under Canadian Law
In connection with the Annual Meeting, Apollo Capital has filed an amended and restated dissident information circular (the “Circular”) in compliance with applicable corporate and securities laws. Apollo Capital has provided in, or incorporated by reference into, this press release the disclosure required under section 9.2(4) of NI 51-102 – Continuous Disclosure Obligations (“NI 51-102”) and the corresponding exemption under the Business Corporations Act (Ontario), and has filed the Circular, available under MediPharm’s profile on SEDAR+ at www.sedarplus.ca. The Circular contains disclosure prescribed by applicable corporate law and disclosure required under section 9.2(6) of NI 51-102 in respect of Apollo Capital’s director nominees, in accordance with corporate and securities laws applicable to public broadcast solicitations. The Circular is hereby incorporated by reference into this press release and is available under MediPharm’s profile on SEDAR+ at www.sedarplus.ca. The registered office of the Company is 151 John Street, Barrie, Ontario, Canada L4N 2L1.
SHAREHOLDERS OF MEDIPHARM ARE URGED TO READ THE CIRCULAR CAREFULLY BECAUSE IT CONTAINS IMPORTANT INFORMATION. Investors and shareholders are able to obtain free copies of the Circular and any amendments or supplements thereto and further proxy circulars at no charge under MediPharm’s profile on SEDAR+ at www.sedarplus.ca. In addition, shareholders are also able to obtain free copies of the Circular and other relevant documents by contacting Apollo Capital’s proxy solicitor, Carson Proxy Advisors Ltd. (“Carson Proxy”) at 1-800-530-5189, local (collect outside North America): 416-751-2066 or by email at info@carsonproxy.com.
Proxies may be revoked in accordance with subsection 110(4) of the Business Corporations Act (Ontario) by a registered shareholder of Company shares: (a) by completing and signing a valid proxy bearing a later date and returning it in accordance with the instructions contained in the accompanying form of proxy; (b) by depositing an instrument in writing executed by the shareholder or by the shareholder’s attorney authorized in writing; (c) by transmitting by telephonic or electronic means a revocation that is signed by electronic signature in accordance with applicable law, as the case may be: (i) at the registered office of the Company at any time up to and including the last business day preceding the day the Annual Meeting or any adjournment or postponement of the Annual Meeting is to be held, or (ii) with the chair of the Annual Meeting on the day of the Annual Meeting or any adjournment or postponement of the Annual Meeting; or (d) in any other manner permitted by law. In addition, proxies may be revoked by a non-registered holder of Company shares at any time by written notice to the intermediary in accordance with the instructions given to the non-registered holder by its intermediary. It should be noted that revocation of proxies or voting instructions by a non-registered holder can take several days or even longer to complete and, accordingly, any such revocation should be completed well in advance of the deadline prescribed in the form of proxy or voting instruction form to ensure it is given effect in respect of the Annual Meeting.
The costs incurred in the preparation and mailing of any circular or proxy solicitation by Apollo Capital and any other participants named herein will be borne directly and indirectly by Apollo Capital. However, to the extent permitted under applicable law, Apollo Capital intends to seek reimbursement from the Company of all expenses incurred in connection with the solicitation of proxies for the election of its director nominees at the Annual Meeting.
This press release and any solicitation made by Apollo Capital 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 Apollo Capital who will not be specifically remunerated therefor. In addition, Apollo Capital 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.
Apollo Capital has entered into an agreement with Carson Proxy Advisors (“Carson Proxy”) for solicitation and advisory services in connection with the solicitation of proxies for the Meeting, for which Carson Proxy will receive a fee not to exceed $250,000, together with reimbursement for reasonable and out-of-pocket expenses. Apollo Capital has also engaged Gasthalter & Co. LP (“G&Co”) to act as communications consultant to provide Apollo Capital with certain communications, public relations and related services, for which G&Co will receive a minimum fee of US$75,000 in addition to a performance fee of US$250,000 in the event that Apollo Capital’s nominees make up a majority of the Board following the Annual Meeting, plus excess fees, related costs and expenses.
No member of Apollo Capital nor any of their 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 Apollo Capital 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 setting the number of directors, the election of directors, the appointment of auditors and the approval of the ordinary resolution approving, among other things, the Company’s amended and restated equity incentive plan dated May 8, 2025 and the unallocated awards available thereunder.
Cautionary Statement Regarding Forward-Looking Statements
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 “anticipate,” “believe,” “expect,” “estimate,” “plan,” and similar expressions are generally intended to identify forward‐looking statements. These statements are based on current expectations of Apollo Capital 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. All forward-looking statements contained herein are made only as of the date hereof and Apollo Capital disclaims any intention or obligation to update or revise any such forward-looking statements to reflect events or circumstances that subsequently occur, or of which Apollo Capital hereafter becomes aware, except as required by applicable law.
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