Leading Independent Proxy Advisory Firm Iss Recommends Shareholders Vote Against the Removal of Current Directors, Withhold from Voting FOR Dissident Nominees
KARNALYTE.COM
TSX: KRN
LEADING INDEPENDENT PROXY ADVISORY FIRM ISS
RECOMMENDS SHAREHOLDERS VOTE AGAINST THE REMOVAL
OF CURRENT DIRECTORS, WITHHOLD FROM VOTING FOR
DISSIDENT NOMINEES
ISS notes that Dissidents have failed to make compelling case for change
Time is short. Shareholders urged to vote prior to the proxy voting deadline of Friday,
December 11, 2020 at 9:30 a.m. (Saskatoon Time)
Not for distribution to U.S. news wire services or dissemination in the United States.
SASKATOON, SK (CNW- December 9, 2020) – Karnalyte Resources Inc. (“Karnalyte” or the
“Company”) (TSX: KRN) today announced that leading independent proxy advisory firm Institutional
Shareholder Services Inc. (“ISS”) recommends that Karnalyte shareholders vote AGAINST the removal of
current Directors and WITHHOLD from voting for the slate of Dissident nominees in relation to the
Company’s upcoming Special Meeting of Shareholders (the “ Meeting”).
In making its recommendation, ISS carefully and independently reviewed the arguments made by both
sides. In making its recommendation, ISS stated:
“The dissident has failed to make a compelling case that a change in board control is
warranted…As such, shareholders are advised to vote AGAINST the removal of the current
directors and to vote WITHHOLD for the slate of dissident nominees.”
“The voting recommendations from ISS against the removal of the current Board and to withhold from
the Dissident’s nominees reinforces that changes to our board are not warranted and that it is in
Karnalyte’s best interest to move ahead with its existing board members,” said Danielle Favreau,
Karnalyte’s Interim CEO. “Time is short. In order to ensure that your votes are received in time to be
counted at the Meeting, shareholders should vote immediately and as recommended by our Board and
ISS to put this matter behind us.”
VOTE YOUR BLUE MANAGEMENT PROXY FORM TODAY
Karnalyte’s Board unanimously recommends that shareholders vote as follows using only the BLUE
MANAGMENT PROXY FORM:
1. AGAINST the Directors Removal Resolution;
2. WITHHOLD from the Dissident Director Nominees (as described in the Management Information
Circular).
The Special Meeting of Shareholders is scheduled for Tuesday, December 15, 2020 but given the COVID-
19 pandemic, shareholders are strongly encouraged not to attend the meeting in person. Instead, in
order to ensure your vote is counted, shareholders are urged to vote in advance and ensure that
your vote is received prior to the proxy voting deadline of Friday, December 11, 2020 at 9:30 a.m.
(Saskatoon Time). For more information, please refer to the management information circular filed on
the Company’s profile on the SEDAR website (www.sedar.com).
ABOUT KARNALYTE RESOURCES INC.
Karnalyte Resources Inc. is a development stage company focused on two fertilizer products, potash
and nitrogen, to be produced and manufactured in Saskatchewan. Karnalyte owns the construction
ready Wynyard Potash Project, with planned phase 1 production of 625,000 tonnes per year (“ TPY”) of
high grade granular potash, and two subsequent phases of 750,000 TPY each, taking total production up
to 2.125 million TPY. Karnalyte is also exploring the development of the Proteos Nitrogen Project,
which is a proposed small-scale nitrogen fertilizer plant with a nameplate production capacity of
approximately 700 metric tonnes per day (“MTPD”) of ammonia and approximately 1,200 MTPD of
urea, and a target customer market of independent fertilizer wholesalers in Central Saskatchewan.
ABOUT ISS
ISS is a leading provider of corporate governance offerings including objective governance research and
recommendations, and end-to-end proxy voting and distribution solutions. Institutional clients rely on
ISS for their corporate governance views, to identify environmental, social and governance risk, and to
manage their complete proxy voting needs on a global basis. ISS covers approximately 44,000 meetings
in 115 markets yearly, delivering proxy research and vote recommendations while working closely with
clients to execute more than 10.2 million ballots representing 4.2 trillion shares.
For further information, please contact:
Danielle Favreau
Interim CEO
Karnalyte Resources Inc.
1(306) 986-1486
www.karnalyte.com
FORWARD-LOOKING STATEMENTS
Certain information included in this press release is forward-looking, within the meaning of applicable
Canadian securities laws. Forward-looking information is often, but not always, identified by the use of
words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “plan”, “intend”, “forecast”,
“future”, “guidance”, “may”, “predict”, “project”, “should”, “strategy”, “target”, “will” or similar
words or phrases suggesting future outcomes or language suggesting an outlook.
The forward-looking statements contained in this press release are based on certain key expectations
and assumptions made by Karnalyte, including, without limitation, assumptions as to: projected
economics for the Company’s planned potash production facility, the confirmation in an independent
feasibility study of Karnalyte’s assumptions regarding the technical and economic viability of the
Proteos Nitrogen Project, the ability of Karnalyte to obtain financing on terms favourable to
the Company, and the ability of Karnalyte to receive, in a timely manner, the necessary approvals from
the Company’s board of directors, shareholders, regulatory authorities, and other third parties.
Karnalyte believes the expectations and assumptions upon which the forward-looking information is
based are reasonable. However, no assurance can be given that these assumptions and expectations
will prove to be correct. Accordingly, readers should not place undue reliance on the forward-looking
statements and information contained in this press release. Without limiting the generality of the
foregoing, readers are cautioned that the Company has not received a feasibility study prepared by a
third party with respect to the Proteos Nitrogen Project.
Actual results may vary from the forward-looking information presented in this press release, and such
variations could be material. Risk factors and uncertainties could cause actual results to vary from the
forward-looking information in this press release. Additional information on forward-looking statements
and other factors that could affect Karnalyte’s operations and financial results are included in
documents on file with Canadian securities regulatory authorities and may be accessed through
the Company’s profile on the SEDAR website (www.sedar.com).
These forward-looking statements are made as of the date hereof and are expressly qualified in their
entirety by this cautionary statement. Subject to applicable securities laws, the Company assumes no
obligation to update or revise them to reflect new events or circumstances.