FSD Pharma Inc. Management Wasting Company Money by Seeking to Further Delay Shareholder Meeting
On April 5, 2021, a group of Concerned Shareholders led by Anthony Durkacz announced an appeal from FSD Pharma Inc. regarding a March 5 court decision mandating an earlier annual meeting on May 14, 2021. The appeal aims to postpone the meeting back to June 29, 2021, and lift voting restrictions on shares issued after January 4, 2021. Durkacz criticizes the appeal as a misuse of company resources and a tactic by FSD management to evade accountability, particularly against a backdrop of inflated compensation awarded to directors.
- Scheduled shareholder meeting on May 14, 2021, providing an opportunity for shareholder input.
- Appeal seeks to delay the shareholder meeting, incurring unnecessary additional costs.
- Directors, including Raza Bokhari, awarded inflated compensation of approximately C$6.7 million for unperformed services.
TORONTO, April 5, 2021 /PRNewswire/ - On Tuesday, March 30, 2021, Anthony Durkacz, a founding director and member of the group of concerned shareholders, which also includes founding shareholder Zeeshan Saeed, (the "Concerned Shareholders") of FSD Pharma Inc. (Nasdaq: HUGE) (CSE: HUGE) (FRA: 0K9) (the "Company" or "FSD") received a Notice of Appeal from FSD (the "Appeal") of the March 5, 2021 decision (the "Decision") of the Ontario Superior Court of Justice (Commercial List) (the "Court"). The Decision, which resulted from an application to the Court brought by Mr. Durkacz on behalf of the Concerned Shareholders, ordered the Company to accelerate the date of its previously called annual shareholders' meeting (the "Meeting") from June 29, 2021 to May 14, 2021, retain an independent chair to preside over the Meeting and prevent Dr. Raza Bokhari and other directors from voting recently issued shares (the "Order").
Among other things, FSD's Appeal is seeking to delay the date of the Meeting to June 29, 2021 and remove voting restrictions that the Order attached to shares issued since January 4, 2021 to Dr. Raza Bokhari, Stephen Buyer, Robert Ciaruffoli, James Datin, Gerald Goldberg and Larry Kaiser and any entities related to any of them.
"This is an entirely unjustified waste of FSD's money," said Anthony Durkacz, one of the Concerned Shareholders. "FSD management resisted our proposed shareholder meeting date of March 31, 2021 on the basis that the company needed to receive its audited financial statements for the 2020 financial year and wanted to avoid the expense of holding two meetings. These concerns have been fully-accommodated - FSD's auditors have already delivered the audited financial statements and a single meeting is being held on May 14, 2021. This appeal is a waste of money and another attempt by FSD management to delay being held accountable to FSD's shareholders."
The absurdity of this legal maneuver is evident in the fact that the appeal is scheduled to be held on May 3, 2021 – only 11 days before the Meeting and at least 10 days after FSD will have been required by securities and corporate laws to prepare and mail a circular for the Meeting to shareholders. Delaying the Meeting would require FSD to prepare and mail a second circular – causing it to unnecessarily incur the duplicate meeting expenses it previously sought to avoid by accepting a meeting date in May rather than the earlier date requested by the Concerned Shareholders. This is a clear case of Raza Bokhari and the directors who support him inflicting unnecessary expense on the Company for their personal benefit.
Mr. Durkacz added, "In February 2021, Raza Bokhari and the other directors awarded themselves inflated compensation of approximately C
On May 14, 2021, shareholders will have the opportunity to put FSD back on the path to success. Mr. Durkacz encourages shareholders to stay informed and exercise their rights at the Meeting, saying, "Shareholders have a right to determine the future of our company and these outrageous efforts by Dr. Raza Bokhari and other directors to frustrate that only reinforces the urgent need for change."
Further details regarding the Concerned Shareholders' nominees and the reasons that the Concerned Shareholders want to reconstitute FSD's board are contained in the information circular available on the Company's SEDAR profile at www.sedar.com and at the website established by the Concerned Shareholders: www.RestoreFSD.com. Stay up-to-date by following us at: www.RestoreFSD.com; Facebook: RestoreFSD; and Twitter: @RestoreFSD.
Forward Looking Information
Certain statement contained herein are "forward-looking statements". Often, but not always, forward-looking statement can be identified by the use of words such as "plans", "expects", "expected", "scheduled", "estimates", "intends", "anticipates" or "believes", or variations of such words and phrases, or states that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements contained in this press release include statements regarding the Meeting, the business to be conducted at the Meeting and the Appeal. The Concerned Shareholders cannot give any assurance that such forward-looking statements will prove to have been correct. The reader is cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this document.
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SOURCE Concerned Shareholders of FSD
FAQ
What is the purpose of the appeal filed by FSD Pharma management?
When is the FSD Pharma shareholders' meeting scheduled?
Why do Concerned Shareholders criticize FSD management?
How much compensation was awarded to FSD's directors in February 2021?
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