New Message from Marc Ladies & Gentlemen:
At the further request of Dr. Dallas Hack, Interim CEO/CFO and Director of CVR Medical, please find the following information. As of today’s writing, even though he has stated “he has no plans to vote against the current slate”, we still have not received the vote from our former CEO. He and CVR Global hold the largest voting bloc (33M shares 26% of the vote) and we have no idea of his intentions. Additionally, as of this writing, we also have not received any communication from the former CEO or his legal counsel regarding the 3rd iteration of the final version of the Definitive Agreement and License Agreement we sent several weeks ago. These documents contain the legal language necessary to hold both parties accountable to the mutually agreed upon terms and conditions of the Non-Binding Term Sheet. CVR Global still remains in conflict with CVR Medical whereas the two companies’ interests are not presently aligned and we are concerned that Global may not vote in the best interests of CVR Medical’s shareholders. As we have stated, the existing Officers and Directors (Dallas Hack, Paul Blunden), Board of Directors Nominee (Dr. Phillip Bendick), as well as the former Executive Officers and Directors who have been advising the Company, support the nominations and initiatives contained in the Circular (https://cvrmed.com/wp-content/uploads/2016/09/CVR.-AGSM-2020-Notice-of-Meeting-and-Information-Circular.pdf).
As announced by the Company on January 6, 2020, CVR Medical plans to hold its Annual Meeting of Shareholders at 409 – 221 West Esplanade, North Vancouver, British Columbia, V7M 3J3 at 10:00am PST, Thursday, February 13, 2020. All shareholders of record as of January 8, 2020 will be eligible to vote. For very obvious reasons as outlined, it is paramount that all existing CVR Medical Shareholders of Record vote in this matter to ensure that their voice and vote is counted regardless of your intentions. As of January 30, 2020, 17,257,797 shares have been voted. Matters requiring the shareholders’ approval include the following:
- to receive the financial statements of the Company for its fiscal year ended December 31, 2018 and the auditor's report thereon;
- to set the number of directors at three (3);
- to elect the directors for the forthcoming year;
- to appoint Dale Matheson Carr-Hilton Labonte LLP, Chartered Professional Accountants, as auditors of the Company and to authorize the directors of the Company to fix the auditors' remuneration;
- to re-approve the Company's stock option plan, as described in the accompanying management information circular;
- to transact such further or other business as may properly come before the Meeting or any adjournment thereof.
The details of the matters proposed (listed above) to be put before the Meeting are set forth in the management information circular, which was mailed on January 22, 2020 and is filed on SEDAR. Proxies should be either voted or received no later than close of business February 10, 2020. Current Executive Officers, Directors and several former Executive Officers and Directors who the company continues to speak with about rejoining the company are all planning to vote in favor of all the matters listed above. As of Friday afternoon, close to 40M votes have been cast. If, for some reason, you have not received the Proxy material to date, or have any other questions about how to make sure your vote is registered, please contact Dallas Hack at dallashack@cvrmed.com or myself.
The company’s transfer agent, AST, is processing all directly registered shareholders, and Broadridge is processing NOBO shareholders on their respective lists. Again, should you not receive the Circular and Proxy Information Card, please contact your Broker or financial institution where the certificate is held or the Company to ask for assistance in obtaining them.
For those shareholders who have voted, on behalf of the former officers, directors and existing CVR management, we thank you for your continued support. If any of you have any additional questions, please feel free to contact me and thank you for your attention and time in this matter.
Respectfully Yours,
Marc
Marc S. Lubow
C: 904 – 923 4037
