Mayfair Gold: Muddy Waters’ Lawsuit is Wholly Without Merit
Mayfair Gold: Muddy Waters’ Lawsuit is
Wholly Without Merit
Matheson, Ontario, May 28, 2024 – Mayfair Gold Corp. (“Mayfair” or the “Company”) (TSX-V: MFG;
OTCQB: MFGCF) today commented on an ex parte order obtained by Muddy Waters Capital LLC
(“Muddy Waters”) in the Supreme Court of British Columbia on May 27 restricting the distribution of
funds held in trust of approximately $4.0 million representing the aggregate termination payments
payable to the Company’s management and employees under their employment agreements in respect
of a change of control. The trust arrangement for the change of control payments was described in the
Company’s press release dated May 9, 2024. The order was obtained by Muddy Waters without notice
to the Company, its employees or directors and without the opportunity for the Company, its employees
or directors to be heard before the Court.
After reviewing the order with legal counsel, the Company is of the view that the basis for the order is
wholly without merit. T he lawsuit is transparently designed to threaten and coerce the board and
management to act against the best interests of the Company and its shareholders and to breach
Mayfair’s contractual obligations to its employees. The Company , its directors and employees will
vigorously challenge the order and defend themselves against Muddy Waters’ litigation.
Harry Pokrandt, Chairman of the Board, Mayfair Gold, commented: “We regret that, rather than engage
constructively, Muddy Waters have chosen to engage in costly and unnecessary litigation that
antagonizes and demeans the excellent work of the Company’s employees, who have created great
value for shareholders.”
Proxy Contest
The board of directors of the Company (the “Board”) advises shareholders to vote the WHITE Proxy
or voting instruction form well in advance of the deadline at 2:00 p.m. (Pacific time) on June 3,
2024, in connection with its upcoming annual general and special meeting of shareholders to be
held on June 5, 2024 (the “Meeting”). Shareholders who have any questions relating to the Meeting
or about the completion and delivery of the WHITE Proxy or voting instruction form, may contact
Alliance Advisors, LLC by telephone at 844-858-7380 or email at [email protected].
Additional details relating to the matters to be voted upon at the Meeting and the Board’s
recommendations are included in the management information circular dated May 6, 2024, which is
available on www.sedarplus.ca, as well as the Investor Resources section of the Company’s website
at https://mayfairgold.ca/investor-resources/.
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Scientific and Technical Information
Scientific and technical information contained in this news release has been derived, in part, from
the Company’s technical report titled “ National Instrument 43 101 Technical Report Fenn –Gib
Project, Ontario, Canada” with an effective date of April 6, 2023 and reviewed and approved by Tim
Maunula, an independent “qualified person” pursuant to National Instrument 43 -101 – Standards
of Disclosure for Mineral Projects.
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About Mayfair
Mayfair Gold is a Canadian mineral exploration company focused on advancing the 100%
controlled Fenn-Gib gold project in the Timmins region of Northern Ontario. The Fenn -Gib gold
deposit is Mayfair’s flagship asset and currently hosts an updated NI 43 -101 resource estimate
with an effective date of April 6, 2023 with a total Indicated Resource of 113.69M tonnes
containing 3.38M ounces at a grade of 0.93 g/t Au and an Inferred Resource of 5.72M tonnes
containing 0.16M ounces at a grade of 0.85 g/t Au at a 0. 40 g/t Au cut-off grade. The Fenn-Gib
deposit has a strike length of over 1.5km with widths ranging over 500m. The gold mineralized
zones remain open at depth and along strike to the east and west. Recently completed
metallurgical tests confirm that the Fenn -Gib deposit can deliver robust gold recoveries of up to
94%.
ON BEHALF OF THE BOARD OF DIRECTORS
For further information contact:
Patrick Evans, President and CEO
Phone: (480) 747-3032
Email: [email protected]
Web: www.mayfairgold.ca
Media contact:
John Vincic, Oakstrom Advisors
Phone: (647) 402-6375
Email: [email protected]
For information on voting:
Alliance Advisors, LLC
Phone: 1-844-858-7380
Email: [email protected]
Forward Looking Statements
This news release contains forward-looking statements and forward-looking information within the
meaning of Canadian securities legislation (collectively, “forward-looking statements”) that relate
to Mayfair’s current expectations and views of future events, including the results of the challenge
to the order and the defense against Muddy Waters’ litigation . Forward-looking statements and
may involve estimates, assumptions and uncertainties which could cause actual results or
outcomes to differ materially from those expressed in such forward -looking statements. No
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assurance can be given that these expectations will prove to be correct and such forward -looking
statements included in this news release should not be unduly relied upon. These statements speak
only as of the date of this news release.
Forward-looking statements are based on a number of assumptions and are subject to a number of
risks and uncertainties, many of which are beyond Mayfair’s control, which could cause actual
results and events to differ materially from those that are disclosed in or implied by such forward-
looking statements. Such risks and uncertainties include, but are not limited to, the risks and
uncertainties associated with litigation . Mayfair undertakes no obligation to update or revise any
forward-looking statements, whether as a result of new information, future events or otherwise,
except as may be required by law. New factors emerge from time to time, and it is not possible for
Mayfair to predict all of them, or assess the impact of each such factor or the extent t o which any
factor, or combination of factors, may cause results to differ materially from those contained in any
forward-looking statement. Any forward -looking statements contained in this news release are
expressly qualified in their entirety by this cautionary statement.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
news release.