Toronto, Ontario--(Newsfile Corp. - February 25, 2016) - Jaguar Financial Corporation (TSXV: JFC) ("Jaguar" or the "Company") announced today that Jaguar has filed on SEDAR the First Petition judgment dated December 10, 2015 and the Second Petition judgment dated February 17, 2016 of the Supreme Court of British Columbia against Alternative Earth Resources Inc. ("AER") and its directors Brian Fairbank, Gavin Cooper and James Yates. Jaguar recommends that the judgments be reviewed in their entirety.
First Petition Judgment
The Supreme Court made various findings in the First Petition judgment including that AER's Black Sea Transaction was not procedurally and not substantively fair and reasonable. The Court decided that AER's directors acted in a manner that is oppressive and unfairly prejudicial to Jaguar.
The Court ordered that AER not complete the Black Sea Transaction unless and until shareholder approval is obtained. Subsequent to the release of the First Petition judgment the Black Sea Transaction was terminated.
The Second Petition Judgment
In the Second Petition judgment the Court determined, among other things, that AER acted contrary to the reasonable expectations of its shareholders by failing to abide by Court orders in a prompt manner, by failing to disclose documents ordered to be produced forthwith until pursued with multiple demands, and by issuing misleading press releases.
The Court determined that AER acted in a manner that is oppressive to Jaguar and that there is a threat of continued conduct from AER that is unfairly prejudicial to Jaguar.
Appeals by AER
AER has appealed the decisions under both the First Petition and the Second Petition. Jaguar will oppose those appeals.
New Director Nominations by Jaguar
In accordance with AER's Advance Notice Policy, Jaguar has advised AER of its intention to nominate Wes Roitman, Gerry Sternberg and Andrew Hilton as directors of AER at the upcoming Annual General and Special Meeting of AER's shareholders.
Wes Roitman has been the Managing General Partner of the Romspen Mortgage Investment Fund since January 2004. Romspen is a leading Canadian non-bank mortgage lender specializing in commercial and industrial real estate mortgages. Mr. Roitman holds a Bacheor of Science from the University of Toronto and in 1993 was accepted as an associate of the Society of Actuaries and of the Canadian Institute of Actuaries.
Gerry Sternberg is a practicing lawyer since 1971 with his own general practice.
Andrew Hilton is a chartered professional accountant and is the Chief Financial Officer of Jaguar.
About Jaguar Financial Corporation
Jaguar is a Canadian merchant bank that generally invests in undervalued, overlooked and underappreciated public companies where Jaguar determines that one or more changes could be made to create shareholder value.
For additional information on this press release, please contact:
Vic Alboini, Chairman & Chief Executive Officer
Jaguar Financial Corporation
416 483-3760
Forward-Looking Statements
Certain information set out in this news release constitutes forward-looking information. Forward looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "intend", "could", "might", "should", "believe" and similar expressions. In particular, this news release contains forward-looking statements in respect of among other things, the future appeals of the decisions of the Court. Forward-looking statements are based upon the opinions and expectations of management of the Company as at the effective date of such statements and, in certain cases, information provided or disseminated by third parties. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, and that information obtained from third party sources is reliable, they can give no assurance that those expectations will prove to have been correct. Readers are cautioned not to place undue reliance on forward-looking statements included in this document, as there can be no assurance that the plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur, which may cause actual results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, risk factors set forth in the Company's Management's Discussion and Analysis, a copy of which is filed on SEDAR at www.SEDAR.com. Readers are cautioned that this list of risk factors should not be construed as exhaustive. These statements are made as at the date hereof and unless otherwise required by law, the Company does not intend, or assume any obligation, to update these forward-looking statements.
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