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News Release
Don’t Miss the Opportunity For NorthWest Shareholders To Protect
Their Investment: Vote BLUE Today
• Leading independent North American proxy advisors recommend shareholders vote FOR
NorthWest’s seven highly qualified directors with a successful track -record at larger mining
companies
• The integrity and future of NorthWest is at stake. Your investment is at risk. Every vote counts
• Nearly four months after the Activist Group declared its intentions, they have yet to put forward a
legitimate plan for the future of the Company. WHY?
• DON’T DELAY. VOTE NOW FOR THE BLUE PROXY! Deadline is this Friday, September 22, 2023 at
10 a.m. (Vancouver time). It’s also not too late to change your vote
• Need information or assistance voting? Contact Kingsdale Advisors, at 1-888-518-1565 (toll-free in
North America) , 1-647-251-9704 (collect call outside North America) , email
[email protected], or visit www.ProtectNWST.com
VANCOUVER, British Columbia, September 19, 2023 (GLOBE NEWSWIRE) -- NorthWest Copper Corp. ("NorthWest"
or the " Company") (TSXV:NWST) (OTCQX: NWCCF) reminds shareholders to vote only on the BLUE proxy FOR
NorthWest’s refreshed Board to protect their investment from an Activist Group with a history of destroying
shareholder value. Shareholders are encouraged to vote immediately FOR NorthWest’s seven highly capable and
experienced directors before the 10 a.m. (Vancouver time) deadline on Friday, September 22, 2023.
NorthWest expects a record high turnout at the upcoming annual meeting of shareholders and thanks its
shareholders for the strong support already received. The Board encourages those who are yet to vote, not to delay
any further. Every vote continues to count.
NorthWest’s refreshed Board of Directors have a well -documented track -record of successfully executing equity
financings, alongside extensive experience in executive and board positions within minerals companies significantly
larger than NorthWest. The NorthWest directors possess the necessary technical experience and specialized
geological knowledge of BC copper deposits to advance the Company’s mineral assets. This experience includes the
Kemess Mine, located just 50 kilometres from the Company’s East Niv property. Kemess, a copper -gold porphyry
deposit with similar geological characteristics to NorthWest’s projects, was sold to Aurico Gold (now Alamos) for
$1.46 billion. They also have the knowledge and understanding of the cultural and environmental landscape
important to building strong and respectful working relationships and partnerships with First Nations and local
communities of interest.
This stands in stark contrast to the Activist Group nominees, who have a history of negative shareholder returns and
no clear plan to advance NorthWest, thereby putting shareholder investments at risk. Since the outset, shareholders
have been asking legitimate questions regarding what the Activist Group’s plan is with respect to the future of
Northwest. It’s been almost four months since the Activist Group declared its intentions and has yet to put forward
a legitimate plan for the future of the Company. In our view, t he absence of a concrete plan and an inadequately
qualified slate raises genuine concerns about the Activist Group attempting a no-premium take private plan if its
nominees were elected.
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“The current Board is dedicated to improving the Company while also preserving and increasing shareholder value,”
said Terry Lyons, the recently appointed Chair at NorthWest. “ On the other hand , the attempt by the activists to
completely overhaul NorthWest’s refreshed board with a slate that is not up to the mark, threatens the Company’s
future and undermines shareholder investments - this is why when they approached me to become their director
nominee, I firmly declined. It is evident that they have no plan and are ri sking the investments of all other
shareholders.”
David Moore, who was appointed interim CEO and director at NorthWest this year, said, “We have a plan, and the
Board’s nominees are best suited to bring about positive change while maintaining continuity. I have declined the
Activist Group’s attempt to make me a director nominee because they have shown contempt for the Company. They
have chosen an expensive proxy fight over a settlement and wasted Company resources that were earmarked for
accelerating growth.”
Independent Third Parties Endorse the Board, Reject Activist Group
The choice is clear. The two leading independent North American proxy advisors, Institutional Shareholder Services
Inc. (“ISS”) and Glass Lewis & Co., LLC . (“Glass Lewis”), have strongly recommended that their subscribers should
support the refreshed Board.
ISS, in its recommendation to shareholders to vote FOR NorthWest’s nominees, said that the Activist Group’s
nominees “do not appear to provide skills or experience that would augment the incumbent board or fill a skills
deficiency”.
Glass Lewis said, “We do not believe the Dissident has sufficiently justified the election of his nominees and find
inadequate cause to conclude the Dissident candidates are better suited to serve on the Company’s board.” Glass
Lewis too recommended that shareholders vote FOR NorthWest’s nominees.
It’s Not Too Late to Change Your Vote
If you have already voted for the dissident slate and would like to change your vote FOR the refreshed Board , the
process is simple and short. Call Kingsdale Advisors on 1-888-518-1565 (toll-free in North America), 1-647-251-9704
(collect call outside North America) or email [email protected] for assistance.
The Board is Aligned with Shareholder Interests; the Activist Group is Not
NorthWest’s incumbent Board is aligned with the interests of shareholders . All seven incumbent directors are
shareholders. They have the support of management, and they have a clear action plan to finance NorthWest and
quickly advance NorthWest’s valuable mineral properties.
In contrast, the Activist Group poses a significant risk to shareholders. One apparent member of the Activist Group
is the recipient of a five -year trading ban from the Ontario Securities Commission, while their director nominees
have a history of shareholder value destruction and bring little to no BC mining experience .
Don’t rely on the Activist Group’s six nominees, five of whom are not shareholders. They have identified no new
management. They have not articulated a clear plan for NorthWest. If the Activist Group seizes control, its claim for
reimbursement of proxy fight expenses will divert funds, likely hundreds of thousands of dollars, that would be
better spent on exploration and development.
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Of the Activist Group’s nominees, some have no prior experience as corporate directors and others have the wrong
experience or dreadful track records . We believe they lack the necessary knowledge of mineral exploration and
relationships with local communities of interest and First Nations.
Act Now! Proxy Voting Deadline is this Friday, September 22, 2023 at 10:00 a.m. (Vancouver Time)
The proxy voting deadline for the upcoming annual meeting of the Company’s shareholders (the “Meeting”) is 10:00
a.m. (Vancouver time) this Friday, September 22, 2023 or, if the Meeting is adjourned or postponed, 48 hours
(excluding Saturdays, Sundays or statutory holidays in British Columbia) prior to the time and date to which the
Meeting is adjourned or postponed. The Meeting is scheduled for September 26, 2023 at the offices of Cassels, Brock
& Blackwell LLP, Suite 2200, HSBC Building, 885 West Georgia Street, Vancouver, BC, V6C 3E8 .
Vote BLUE! Every Vote Counts
NorthWest urges shareholders to vote the BLUE proxy as recommended by both ISS and Glass Lewis. Shareholders
are urged to carefully review the Company’s Letter to Shareholders and Circular, which can be found on
www.ProtectNWST.com as well as on SEDAR+ (www.sedarplus.ca) and on the Company's website
(www.northwestcopper.ca). Vote FOR NorthWest’s refreshed Board , its strengthened executive team, and its
strategic action plan designed to advance NorthWest’s mineral assets without delay.
Instructions To Vote BLUE
Every vote is important. Even if you have never voted before and no matter how many shares you own, becoming a
voter is fast and easy. Here’s how:
1. To Vote FOR, vote the BLUE proxy. Follow the instructions on the BLUE proxy or VIF.
2. Vote online:
a. Registered shareholders: https://login.odysseytrust.com/pxlogin
b. Non-registered shareholders: www.proxyvote.com
NorthWest shareholders can contact Kingsdale Advisors by calling 1 -888-518-1565 (toll -free in North America),
calling or texting 1-647-251-9704 (collect call outside North America) or by email at
[email protected] or visit www.ProtectNWST.com for more information.
Vote BLUE To Protect Your Investment in NorthWest.
For further information, please contact:
Investor contact:
Peter Lekich, Director Investor Relations
Tel: 778-389-2446
Email: [email protected]
Media contact:
Longview Communications and Public Affairs
Alan Bayless (604) 417-9645; [email protected]
Joel Shaffer: (416) 649-8006; [email protected]
Neither 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 release .
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Cautionary Statement Regarding Forward-Looking Information
This news release contains certain forward-looking statements, including, but not limited to, statements with respect
to: the plans and intentions of the activist group of shareholders ; and the plans and intentions of the Company.
Wherever possible, words such as “may”, “will”, “should”, “could”, “expect”, “plan”, “intend”, “anticipate”,
“believe”, “estimate”, “predict” or “potential” or the negative or other variations of these words, or similar words
or phrases, have been used to identify these forward-looking statements. These statements reflect management’s
current beliefs and are based on information currently available to management as at the date hereof.
Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause
actual results or events to differ materially from those anticipated in such forward -looking information, including
the risks, uncertainties and ot her factors identified in NorthWest’s periodic filings with Canadian securities
regulators. Forward -looking information are subject to business and economic risks and uncertainties and other
factors that could cause actual results of operations to differ materially from those contained in the forward-looking
information. Important factors that could cause actual results to differ materially from NorthWest’s expectations
include risks associated with the business of NorthWest; risks related to a change in th e current Board or
management of the Company; risks related to reliance on technical information provided by NorthWest; risks related
to exploration and potential development of the Company’s mineral properties; business and economic conditions
in the mini ng industry generally; fluctuations in commodity prices and currency exchange rates; uncertainties
relating to interpretation of drill results and the geology, continuity and grade of mineral deposits; the need for
cooperation of government agencies and First Nation groups in the exploration and development of properties and
the issuance of required permits; the need to obtain additional financing to develop properties and uncertainty as
to the availability and terms of future financing; the possibility of delay in exploration or development programs and
uncertainty of meeting anticipated program milestones; uncertainty as to timely availability of permits and other
governmental approvals; and other risk factors as detailed from time to time and additional r isks identified in
NorthWest’s filings with Canadian securities regulators on SEDAR+ in Canada (available at www.sedarplus.ca).
Forward-looking information is based on estimates and opinions of management at the date the information are
made. NorthWest does not undertake any obligation to update forward -looking information except as required by
applicable securities laws. Investors should not place undue reliance on forward -looking information.