VANCOUVER, BC - TheNewswire - September 19, 2025/ Infinitum Copper Corp. (TSXV: INFI) (“Infinitum” or the “Company”) is pleased to announce the voting results on matters considered at its annual general and special meeting of shareholders held on September 18, 2025 (the “Meeting”), as well as an update on the previously announced transaction with Kenadyr Metals Corp. (“Kenadyr”).
A summary of the Meeting results is as follows:
1. Number of Directors
The number of directors was set at four (4). The Company received the following vote with respect to setting the number of directors:
|
Votes For |
% For |
Votes Against |
% Against |
|
|
Number of Directors |
12,736,093 |
99.99% |
698 |
0.01% |
2. Election of Directors
The nominees listed on the Management Information Circular dated August 13, 2025 (the “Circular”) were elected as directors of the Company to hold office for the ensuing year or until their successors are elected or appointed. The Company received the following votes with respect to the election of the four nominees:
|
Nominee |
Votes For |
% For |
Votes Withheld |
% Withheld |
|
Alex Gostevskikh |
12,292,499 |
98.92% |
134,121 |
1.08% |
|
Michael Wood |
12,292,499 |
98.92% |
134,121 |
1.08% |
|
Steven McMullan |
12,292,499 |
98.92% |
134,121 |
1.08% |
|
Gurterath (Manni) Buttar |
12,292,588 |
98.97% |
134,032 |
1.03% |
3. Appointment of Auditors
De Visser Gray LLP was appointed auditor of the Company to hold office until the close of the next annual meeting of shareholders or until their successors are appointed, and the directors of the Company were authorized to fix the remuneration of the auditors. The Company received the following votes with respect to the election of the auditor:
|
Votes For |
% For |
Votes Withheld |
% Withheld |
|
|
De Visser Gray LLP |
12,736,176 |
99.99% |
698 |
0.01% |
4. Ratification and Confirmation of Equity Incentive Plan
The Shareholders approved the Company’s Equity Incentive Plan. The Company received the following votes with respect to the Equity Incentive Plan:
|
Votes For |
% For |
Votes Against |
% Against |
|
|
Equity Incentive Plan |
12,237,499 |
98.48% |
189,121 |
1.52% |
5. Sale of Exploraciones Margarita S.A.
The Shareholders approved, as a special resolution of disinterested shareholders, the sale and disposition by the Company to Kenadyr of all the outstanding shares in the capital of Exploraciones Margarita S.A. de C.V. (“EMSA”), as more particularly set out in the Circular. The Company received the following votes with respect to the sale and disposition of EMSA:
|
Votes For |
% For |
Votes Against |
% Against |
|
|
Equity Incentive Plan |
1,425,847 |
99.99% |
773 |
0.01% |
UPDATE ON KENADYR TRANSACTION
As announced on June 20, 2025, the Company entered into a definitive share purchase agreement dated June 13, 2025 (the “Agreement”) with Kenadyr (TSXV: KEN.H; OTCMKTS: KNDYF; FRA: KM0) to sell 100% of the issued and outstanding shares of EMSA.
Following shareholder approval at the Meeting, the Company has now satisfied one of the key conditions to closing under the Agreement. The transaction remains subject to final approval of the TSX Venture Exchange and satisfaction or waiver of other customary closing conditions.
The terms of the Agreement remain as follows:
-
CAD $100,000 in cash (of which a deposit of $25,000 has been paid), and
-
1,842,719 Kenadyr common shares, which are subject to voluntary resale restrictions with releases occurring over a period of 18 months.
In addition, for a period of 12 months following the closing of the sale, upon Kenadyr closing any equity financing up to and totaling $3.5 million, Kenadyr will issue to Infinitum as a post-closing payment, and for no additional consideration, such number of additional shares that will result in Infinitum continuing to hold 9.0% of the outstanding shares of Kenadyr, to a maximum of 2,588,000 additional shares.
Kenadyr and Infinitum are arm’s length parties. The transaction represents a "Reviewable Disposition" under TSXV Policy 5.3, as it constitutes a sale of the majority of the Company’s assets. Consequently, Infinitum may be reclassified to the NEX board upon closing, should it no longer meet the TSXV’s Continued Listing Requirements.
The Company will provide further updates once all regulatory approvals have been received and closing is imminent.
On Behalf of the Board of Directors
Alex Gostevskikh
Chief Executive Officer
(888) 455-7620
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.
Cautionary Note Regarding Forward-Looking Statements
This press release contains “forward-looking information” within the meaning of Canadian securities legislation. The forward-looking information contained in this press release represents the expectations of the Company as of the date of this press release and, accordingly, is subject to change after such date. Forward-looking information is based on, among other things, opinions, assumptions, estimates and analyses that, while considered reasonable by the Company at the date the forward-looking information is provided, are inherently subject to significant risks, uncertainties, contingencies and other factors that may cause actual results and events to be materially different from those expressed or implied by the forward-looking information. Specifically, there is no assurance the Company’s sale of its Mexican subsidiary will occur on the terms and conditions as outlined above, or at all. The risks, uncertainties, contingencies and other factors that may cause actual results to differ materially from those expressed or implied by the forward-looking information may include, but are not limited to, risks generally associated with the Company’s business, as described in the Company’s Filing Statement dated February 11, 2022. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While the Company may elect to, it does not undertake to update this information at any particular time except as required in accordance with applicable laws.
