Mayfair Gold Files Management Information Circular and Issues Letter to Shareholders

Board cautions Shareholders that the Muddy Waters Nominees:

• Have no board or management experience on Canadian public companies;
• Have no experience as directors or officers of exploration, development, or producing mining companies;
• Have no business plan or strategic vision for the Company;
• Have a track record as activist short sellers associated with value destruction, not long-term growth

MATHESON, Ontario, May 09, 2024 (GLOBE NEWSWIRE) -- Mayfair Gold Corp. (“Mayfair” or the “Company”) (TSX-V: MFG; OTCQB: MFGCF) today announced that it has filed its management information circular (the “Information Circular”) and related proxy materials in connection with its upcoming Annual General and Special Meeting of Shareholders to be held on June 5, 2024 (the “Meeting”). The Information Circular includes a Letter to Shareholders from Harry Pokrandt, Chairman of the Company’s board of directors (the “Board”). The Company also announced it has entered into a Settlement Agreement (as defined below) with certain employees of the Company to ensure the retention of their services on behalf of Mayfair up to the Meeting.

The Board unanimously recommends that shareholders vote to RE-ELECT as directors each of Harry Pokrandt, Patrick Evans, Christopher Reynolds and Douglas Cater (the “Company Nominees”). The Board further recommends that shareholders REJECT the resolutions proposed by Muddy Waters Capital LLC (“Muddy Waters”), including the resolution to elect as directors its four nominees: Carson Block, Darren McLean, Freddy Brick, and Anthony Jew (the “Muddy Waters Nominees”).

Harry Pokrandt, Chairman of the Board, Mayfair Gold, commented:

“The current Board has the experience, track record, and strategic vision to continue creating value for shareholders, and its consistent delivery on key objectives warrants reappointment for another year. The proposal to replace a proven team that has performed near the top of its peer group with a set of novice directors who lack any operational mining experience and have presented no plan for the Company is one that we simply cannot support.”

Reasons for the Recommendations

The Board’s recommendations are based on a number of carefully considered factors, each described more fully in the Information Circular. The reasons include the following.

Stark contrast between the experience and qualifications of the two sets of nominees. The Company Nominees have held operational or executive roles at more than 23 mining companies for a collective total of 90 years, and director positions at another 27 publicly traded mining companies. In contrast, to the knowledge of the Company, none of the Muddy Waters Nominees have experience as a director or officer of a Canadian public company, or experience operating a mining or mineral exploration company. Muddy Waters has offered no business plan or strategic vision for the Company.