Argyle Resources Corp. press release
Concerned Shareholder of LevelJump Healthcare Corp. Requisitions Shareholder Meeting to Address Necessary Leadership Changes
CSE - Canadian National Stock Exchange · Silicon · Hydrogen · Rare Earth Elements · Feldspar · Canada
TORONTO, Nov. 04, 2025 (GLOBE NEWSWIRE) -- Frank Teti (the “ Concerned Shareholder ”), a shareholder of LevelJump Healthcare Corp. (“ LevelJump ” or the “ Company ”), holding more than 5% of the issued and outstanding common shares of the Company (“ Common Shares ”), announced today that the Concerned Shareholder has requisitioned a meeting (the “ Meeting ”) of shareholders of the Company (“ Shareholders ”) for the purpose of reconstituting LevelJump’s board of directors (the “ Board ”) by removing the current directors and electing five new independent directors (the “ Concerned Shareholder Nominees ”).
Background and Rationale
The Concerned Shareholder has identified significant governance deficiencies, including a number of irregular transactions involving insiders of the Company. In light of these issues, the Concerned Shareholder believes that an independent Board is necessary to ensure that Shareholder interests are safeguarded and the legitimate concerns of Shareholders are actioned appropriately.
Insider Loan Arrangements
LevelJump’s press release dated October 6, 2025 (the “ Press Release ”) discloses that the TSX Venture Exchange (the “ TSXV ”) has accepted notice of loans by the Company in the aggregate amount of $1,590,543 (the “ Initial Loan ”) to LevelJump’s Chief Executive Officer, Mitch Geisler, Chief Financial Officer, Rob Landau, and a company (the “ Management Company ”) jointly owned by Messrs. Geisler and Landau (collectively, the “ Insiders ”). The Company has applied to the TSXV to increase the amount of the loans to the Insiders by an additional $309,457 (together with the Initial Loan, the “ Loans ”), bringing the total value of the Loans to $1,900,000. The Press Release discloses that LevelJump and the Insiders recently entered into an agreement (the “ Loan Agreement ”) which provides that the Loans bear simple interest at a rate of 1% per annum, have no fixed maturity, and the Insiders may repay advances at their discretion. Prior to the Loan Agreement, the Company’s financial statements indicate that the Loans were non-interest bearing.
Based on the opening price of the Common Shares on the date hereof, the total amount of the Loans represents approximately 39.4% of the Company’s market capitalization, yet the Loans have not been approved by Shareholders. The Press Release discloses that the Loans are part of a salary deferral arrangement, which the Company’s public disclosure indicates “allow[s] for more advantageous tax planning by the senior management.” The Company’s financial statements show that these salary deferral arrangements have resulted in the Insiders’ indebtedness to LevelJump, which until recently bore zero interest, steadily increasing over a number of years:
| Date | Indebtedness | Total Indebtedness of Insiders | Percentage of Market Cap Represented by Indebtedness | | | | LevelJump Inc. | Mitchell Geisler | Robert Landau | | | | | December 31, 2024 | $1,809,362 | $324,921 | $434,945 | $ 2,569,228 | 53.26 % | | December 31, 2023 | $986,171 | $324,921 | $438,090 | $ 1,749,182 | 19.10 % | | December 31, 2022 | $876,294 | $324,921 | $426,618 | $ 1,627,833 | 24.90 % | | December 31, 2021 | $Nil | $203,021 | $353,500 | $ 556,521 | 8.44 % |
The Press Release discloses that, “[a]s part of a strategic review, the Company is working on plans with the Insiders to reduce and eliminate all insider loan arrangements.” No further information is disclosed regarding the Insider’s intentions to repay the Loans or whether any independent members of the Board will oversee the strategic review regarding such repayment.
Attempted Self-Dealing Transaction
The Company leases a commercial condominium (the “ Condo ”) from the Management Company, which is owned by Messrs. Geisler and Landau, for $8,000 per month plus HST. On December 18, 2024, the Company, through a wholly owned subsidiary, entered into an agreement to purchase the Condo from the Management Company for $1,750,000, which was to be paid for by the assumption of $1,099,682 in mortgages and the offsetting of $650,318 in related party loans receivable.
The Company’s acquisition of the Condo was initially expected to close in the second quarter of 2025, but on October 6, 2025, the Company announced that it had determined not to proceed with the acquisition “[f]ollowing a review of the regulatory requirements to complete the purchase.”
Working Capital Deficiency
The Press Release notes that the Company’s interim financial statements for the six-month period ended June 30, 2025 indicate a working capital deficiency of $2,637,203. The financial statements further disclose that the working capital deficiency indicates “that material uncertainties exist that cast significant doubt on the Company’s ability to continue as a going concern.”
Shareholder Dissatisfaction
The Press Release discloses the following with respect to the Company’s meeting of Shareholders held on September 4, 2025 (the “ Previous Meeting ”):
The Company notes that many shares were withheld from voting for the director nominees. While such withheld votes did not affect the outcome of the meeting, the Company acknowledges that this action reflects shareholder dissatisfaction with the long delay in reinstatement to trading status.
The Company has not disclosed the total number or percentage of votes withheld from voting for the election of the current directors at the Previous Meeting.
Under the _Business Corporations Act _(Ontario) (the “ OBCA ”), Shareholders are not permitted to vote _against _the election of a director. Rather, the OBCA provides that Shareholders are permitted to vote _for _the election of a director or to _withhold _their vote with respect to the election of a director. The director nominees that receive the greatest number of votes cast _for _their election are elected until all vacancies are filled. The result is that, where there are enough vacancies on the Board for all director nominees to be elected, a director can be elected by even a single vote.
Accordingly, the fact that the current directors were elected at the Previous Meeting notwithstanding that “many shares were withheld from voting [for them]” does not serve as an indication that the current directors are supported by the majority of Shareholders.
Leadership Change is Needed
The Concerned Shareholder has requisitioned the Meeting because he believes the foregoing issues demonstrate a failure of Board independence, governance accountability and fiduciary oversight which creates a material risk to Shareholder value and the Company’s standing in the public markets.
The Concerned Shareholder considers it necessary to replace the current Board and believes that the Concerned Shareholder Nominees will strengthen the Board, provide independent oversight of management of the Company (including the strategic review regarding the repayment of the Insiders’ loans), and improve LevelJump’s prospects to deliver value to all Shareholders.
The requisition requires that the Company call the Meeting within 21 days of the date hereof. If the Board fails to do so, the OBCA empowers the Concerned Shareholder to call the Meeting himself.
Information Concerning the Concerned Shareholder Nominees
| Name, Province or State and Country of Residence | Present Principal Occupation, Business or Employment and Principal Occupation, Business or Employment During the Preceding Five Years | Number of Common Shares Beneficially Owned or Controlled or Directed (Directly or Indirectly) | | Claude Ayache Ontario, Canada | Chief Financial Officer at Plazacorp Willowgrove Residential Real Estate Development Trust, a real estate development trust established for the primary purpose of indirectly owning an interest in a project to develop two residential subdivisions (November 2024 to present).
Chief Financial Officer at First Lithium Minerals Corp., a mineral exploration and development company (June 2022 to present).
Chief Financial Officer at Findev Inc., a real estate financing company (November 2016 to present).
President at Exadyn Consultants Inc., a consulting and investment banking company (July 1999 to present).
Vice President of Finance and Corporate Controller at Stemtech Corporation, a global network marketing company that develops stem cell nutrition products (December 2021 to May 2024). | Nil | | Tasheel Jeerh Alberta, Canada | Chief Financial Officer of Integral Metals Corp., a mineral exploration company (February 2024 to present).
Chief Financial Officer at Reflex Advanced Materials Corp., a mineral exploration company (November 2022 to present).
Chief Financial Officer at Traction Uranium Corp., a company engaged in the business of mineral exploration (June 2022 to present).
President at Global Uranium Corp, a company focused on exploring and developing uranium assets (May 2024 to October 2024). | Nil | | Sheldon Lorin Levy Ontario, Canada | Senior Managing Partner at FCT Holdings Inc., a privately held investment firm (November 2011 to present).
President at ADARA Management Inc., a privately held investment firm (May 1997 to present). | Nil | | Rob Saltsman Ontario, Canada | President, Chief Executive Officer and Director at First Lithium Minerals Corp., a mineral exploration and development company (February 2017 to present).
Managing Director at Paige Capital Inc., a venture capital investment company (October 2002 to present). | 351,666 | | Jeff Stevens Ontario, Canada | Chief Executive Officer and Director at Argyle Resources Corp., a junior mineral exploration company (May 2024 to present).
Chief Executive Officer and Director at Psyched Wellness Ltd., a life sciences company (March 2020 to present).
Director of LevelJump Healthcare Corp., a radiology and telehealth solutions company (October 2020 to December 2021). | 200,000 |
Concerned Shareholder Nominees’ Biographies
Claude Ayache
Claude Ayache is a seasoned executive with over 25 years of assisting reporting companies to meet their financial disclosure obligations via his consulting business, Exadyn Consultants Inc. where he has been President since 1999. Exadyn specializes in providing financial reporting support and capital market advisory services to public companies, in addition to strategic restructuring and reorganization services to both private and public companies.
Concurrent to his role in Exadyn, Mr. Ayache has assumed key functions with various entities. Since November 2024, Mr. Ayache has been the CFO of Plazacorp Willowgrove Residential Real Estate Development Trust. The objective of the trust is to develop two residential subdivisions comprising of 676 residences (467 townhomes and 209 single detached homes) and 297 serviced lots on approximately 213 acres of land north of Toronto, Ontario and a capital project of approximately $1 billion. In December 2021, Mr. Ayache joined Stemtech Corporation, a publicly reporting company reporting to the SEC with offices in Canada, Ecuador, Malaysia, Mexico and Taiwan, in addition to its head office in Florida. He joined as its Corporate Controller and was then promoted to Vice President of Finance in February 2023 until May 2024. In July 2020, Mr. Ayache joined State Bird Corp., an international taxation, accounting, consulting, and investment management services firm, as a Special Advisor. In June 2017, Mr. Ayache joined First Lithium Minerals Inc. as CFO, which owns lithium claims in Chile and Ontario and helped take it public on to the TSXV in August 2022 as part of a concurrent financing of $7 million. In November 2016, Mr. Ayache took on the role of CFO for Findev Inc., which focuses on lending to, investing in and financing real estate development projects. In 2016, Mr. Ayache helped raise $16 million and bring it public. Since going public, Findev has returned over 100% of the funds raised back to shareholders via dividends and increased shareholders’ equity. From July 2016 to September 2023, Mr. Ayache assumed the role of CFO for onConference Inc., a telecommunication company based in Toronto, Ontario and Las Vegas, Nevada. From October 2014 to February 2019, Mr. Ayache collaborated with KeatsConnelly & Associates, based in Phoenix, Arizona, and its sister company Cross Border Tax & Accounting, as a Senior Tax Specialist solving complex cross border tax issues.
Mr. Ayache received a Bachelor of Commerce in Finance and International Business from Concordia University in 1984 and holds the following professional designations: Chartered Professional Accountant (CPA), Certified Management Accountant (CMA) and obtained his Florida Real Estate License in 2015.
Tasheel Jeerh
Mr. Jeerh, CPA, CA is a finance and accounting professional bringing over 10 years of accounting expertise and management experience to the team. Mr. Jeerh has experience in both public and private sectors, over a broad range of industries, including energy, mining, exploration and technology. Mr. Jeerh played a pivotal role in the growth of a private upstream oil and gas company, dealing with over $2.0 billion of M&A activity and $1.0 billion of financing activities. Mr. Jeerh received his designation at PricewaterhouseCoopers LLP, where he gained valuable audit experience through his work as a manager in the assurance practice.
Sheldon Levy
Dr. Levy graduated from the University of Western Ontario Medical School in 1991. Dr. Levy has been a member of the Medical-Legal Society of Toronto, Canadian Society of Medical Evaluators, Canadian Society of Addiction Medicine, CMPA, CPSO and the OMA. Dr. Levy practiced as a Clinical Associate in Cardiovascular Surgery at both Sunnybrook Health Sciences Centre and then St. Michael’s Hospital. Dr. Levy practiced Emergency Medicine from 1992 to 2007 and has been certified in Advanced Cardiac, Advanced Pediatric and Advanced Trauma Life Support. From 2004 to 2010, Dr. Levy was licensed by Health Canada specifically with respect to Exemption to the Physician with Respect to Methadone and has extensive experience in the treatment of narcotic addiction; as part of this practice, Dr. Levy also counseled and treated concurrent cocaine and benzodiazepine addictions, in a patient population largely composed of chronic pain. Additionally, Dr. Levy has experience with the use of Botox for both cosmetic and non-cosmetic purposes. In 2011, Dr. Levy completed the Diploma Course at the University of Montreal in Insurance Medicine and Medico legal Expertise with a particular emphasis on Life Care Planning.
From 2003 to 2011, Dr. Levy owned and served as the President and Medical Director of Riverfront Medical Services, at the time one of Canada’s largest privately owned third party medical assessment companies. Under Dr. Levy’s guidance, Riverfront was responsible for numerous catastrophic determinations with a particular emphasis on traumatic brain injury. Riverfront was sold in 2011, and Dr. Levy remained a consultant to the new owners of the company until September 2015.
Since November 2011, Dr. Sheldon Levy has been the Senior Managing Partner and a Director of FCT Holdings Inc., a boutique privately held investment firm that is involved in various enterprises including specialty finance and lending, real estate, and private equity/venture capital investments. Dr. Levy is also President of ADARA Management Inc., which serves as his family office through which he has participated in and overseen several successful exits creating significant shareholder value.
Since 2021, Dr. Levy has turned his focus to blockchain and digital assets, emerging as a driving force behind the development and strategic direction of Tokenwell—a next-generation digital asset platform. He has been instrumental in the company’s go-public strategy and continues to serve as a Consultant and Advisor to the Board, providing leadership on innovation, governance, and long-term growth planning.
Rob Saltsman
Mr. Saltsman has 25 years of experience in venture capital and public investments and is the Founder of First Lithium Minerals Corp., a company he founded in 2017. He previously served as the CEO of Compel Capital Inc. and RMM Ventures Inc., and as Vice President of Georgian Capital Corp. where he focused on investing and consulting services in private equity. He is currently Managing Director of Paige Capital Inc., a venture capital investment company, and is a founding partner of South America Finance Corp SAS, a private merchant banking group in Colombia.
Jeff Stevens
Mr. Stevens is a seasoned capital markets and deal structuring professional. He has taken multiple companies public via RTOs on various Canadian stock exchanges and has advised on numerous M&A opportunities. He has held both, senior officer and director roles with public companies in various industries. Mr. Stevens is currently CEO of Psyched Wellness Ltd., a Canadian health supplements company dedicated to the production and distribution of artisanal, medicinal mushrooms and associated packaged consumer goods in the United States. He is also CEO of Argyle Resources Corp., an exploration stage company focused in Ontario and Quebec. In addition to Mr. Stevens’ experience as an operator, he also brings over 20 years of professional experience in the Canadian Capital Markets. He has previously served as the head of two Sales and Trading desks and was instrumental in building the Canadian operations for a US-based Investment Bank in Toronto. Jeff’s experience was largely focused on capital raising for micro-cap and small-cap companies in Canada. His client base included Institutional Money Managers, Hedge Funds, Mutual Funds, and Family Offices in Canada, the US and Europe.
Other Boards of Reporting Issuers
As at the date of this press release, the directorships held by each of the Concerned Shareholder Nominees in reporting issuers (or the equivalent) in Canada or otherwise, are as set out below:
| Concerned Shareholder Nominees | Current Directorships with Other Reporting Issuers | | Tasheel Jeerh | Pan American Energy Corp. (CSE: PNRG)
Legacy Lithium Corp. | | Rob Saltsman | First Lithium Minerals Corp. (CSE: FLM) | | Jeff Stevens | Psyched Wellness Ltd. (CSE: PSYC)
Argyle Resources Corp. (CSE: ARGL) |
Other Information Concerning the Concerned Shareholder Nominees
Except as otherwise disclosed herein, to the knowledge of the Concerned Shareholder, no Concerned Shareholder Nominee is, at the date hereof, or has been, within ten (10) years before the date hereof: (a) a director, chief executive officer or chief financial officer of any company that (i) was subject to a cease trade order, an order similar to a cease trade order or an order that denied the relevant company access to any exemption under securities legislation that was in effect for a period of more than thirty (30) consecutive days (each, an “ order ”), in each case that was issued while the Concerned Shareholder Nominee was acting in the capacity as director, chief executive officer or chief financial officer; or (ii) was subject to an order that was issued after the Concerned Shareholder Nominee ceased to be a director, chief executive officer or chief financial officer and which resulted from an event that occurred while that person was acting in the capacity as director, chief executive officer or chief financial officer; (b) a director or executive officer of any company that, while such Concerned Shareholder Nominee was acting in that capacity, or within one (1) year of such Concerned Shareholder Nominee ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets; or (c) someone who became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or became subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of such Concerned Shareholder Nominee.