TNR Gold (TSXV: TNR) has turned a fight over control of its four-member board into an unusually personal proxy battle, warning shareholders Tuesday against handing the company to an activist investor it describes as “someone posing as a Koala, posting frivolous things and backed by mysterious funds.”
The language appears in proxy materials filed by TNR ahead of its September 22 shareholder meeting, where Eucalyptus Resources Opportunities Fund 1 and its joint actors are seeking to replace all four incumbent directors.
TNR alleges Eucalyptus President Jon Christian Evensen operates, directly or indirectly, an X account called Yellow Lab Life Capital under the pseudonym “Koala.” The board argues that activity on the account raises questions about Evensen’s judgment, transparency, and suitability to influence a public company.
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Eucalyptus has framed the contest differently. Earlier, the activist group says TNR is being run as a “family business” and has accused the incumbent board of excessive dilution, weak independence, poor capital allocation, excessive compensation, and insufficient progress in expanding its royalty portfolio and advancing the Shotgun Gold Project.
The investor and its joint actors disclosed control of 33.21 million TNR shares in their latest materials. They have nominated Sandra Bates, Dušan Petković, Michael Horner, and Evensen to replace directors John Davies, Kirill Klip, Konstantin Klip, and Leopold Sutton.
TNR counters that its existing board has delivered shareholder returns of 312% over one year and 775% over five years, figures calculated by the company, and says the dissident slate has offered no detailed capital-allocation or transition plan.
The dispute now leaves shareholders deciding not only between competing strategies, but between two sharply conflicting accounts of who should be trusted to control the roughly $74.4 million company.
TNR Gold is a Vancouver-based royalty and mineral exploration company focused on gold, copper, and lithium assets in the Americas. Its portfolio includes a 0.4% net smelter return royalty on the Los Azules copper project in Argentina, a 1.5% royalty on portions of the Mariana lithium project, and its 90%-owned Shotgun Gold Project in Alaska.
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