Faraday Copper Corp. (FDY) Earnings Call Transcript & Summary
August 25, 2026
Earnings Call Speaker Segments
Operator
operatorHello, and welcome to the Special General Meeting of Shareholders of Faraday Copper Corp. Please note that today's meeting is being recorded. If you participate in today's meeting and disclose personal information, you will be deemed to consent to the recording, transfer and use of same. If you disclose personal information of another person in today's meeting, you will be deemed to represent and warrant to Computershare and the company that you first obtained all required consents for the disclosure, recording, transfer and use of such personal information from all appropriate persons before your disclosure. It is now my pleasure to turn today's meeting over to Graham Richardson, Chief Financial Officer of the company. Mr. Richardson, the floor is yours.
Graham Richardson
executiveThe special meeting will now come to order. My name is Graham Richardson. I am the CFO of the company. I will be acting as Chair of the meeting. I will ask Christina Boddy to act as Secretary for this meeting. I will ask Aiysha Ali of Computershare Investor Services, Inc. to act as scrutineer of the meeting. As this meeting is being held virtually via live webcast, we wish to set out a few rules for the orderly conduct of the meeting. First, questions in respect of a motion can be submitted by any registered shareholder or duly appointed proxy holder using the instant messaging services of the virtual interface. Please note that there will be a slight delay in the publication of the communications received. Second, questions will generally appear shortly after they are submitted, but will only be addressed during the question period at the end of the meeting, provided that questions regarding procedural matters or directly related to the motions before the meeting may be addressed during the meeting. Third, for the purposes of the meeting today, all voting will be conducted by electronic ballot. Registered shareholders and duly appointed proxy holders who have properly logged in and wish to vote will be able to see on the screen the motions being brought forth at this meeting. Please register your votes by accessing the voting page and selecting the button for your voting option next to each motion. Fourth, note that the polls are now open for voting. And if you have not already voted, voting can be completed at any time from now until the end of the formal business of the meeting. If you voted in advance of the meeting and do not wish to change your vote, then no further action is needed. Once discussion on all items of business has concluded, you will be given some time to change your votes or enter them if you have not yet voted, following which I will then declare voting closed on all motions. We will now proceed with the formal business of today's meeting. To expedite the formal business of the meeting, I will move and second all motions. I have before me an affidavit of a representative of Computershare Investor Services, Inc., attesting that the notice calling this special meeting, together with the management information circular, form of proxy and voting instruction form as applicable were delivered in accordance with the Business Corporations Act of British Columbia and applicable securities law. Copies of said affidavit will be retained with the records of the company. Therefore, this meeting has been properly called. I am advised that according to the preliminary report of the scrutineer -- the final scrutineer's report will be retained with the records of the company. I now declare there to be a quorum present and that the meeting is regularly called and properly constituted for the transaction of business. Before commencing with the business of the meeting, I would like to explain the voting procedures to be followed at the meeting. There is one class of shares in the company, common shares without par value, which are entitled to vote. The holders of common shares are entitled to 1 vote for each common share held. Voting will take place by way of an electronic ballot. Shareholders of record as of the close of business on July 20, 2026, and their duly appointed proxy holders must submit their votes through the electronic ballot available on the voting platform. Each such shareholder or proxy holder present is entitled to vote. This meeting has been called for shareholders to consider and, if advisable, to approve with or without variation, an ordinary resolution approving the issuance by the company to BHP Copper, Inc. or an affiliate thereof, an amount of common shares in the capital of the company from treasury as is equal to a 30% equity and voting interest in the company on a fully diluted basis immediately following the issuance of such common shares pursuant to the terms of a purchase and sale agreement, the full text of which is set forth in the management information circular dated July 22, 2026, for this meeting. The management information circular contains detailed information regarding the proposed resolution. To be effective, the resolution must be approved by at least a simple majority of votes cast by disinterested shareholders present in person or by proxy at this meeting. Accordingly, I move that the resolution as set out in the management information circular be approved. Is there any discussion on the motion? There are no questions with respect to the motion. Thank you. We will now proceed with the vote. Please record your vote now, remembering that if you have already voted in advance and do not wish to change your vote, no further action is required. Is there any further business? If not, we will give you 1 more minute to complete the electronic ballots. [Voting]
Graham Richardson
executiveThe polls are now closed. We will proceed to present the results of the poll conducted today. I have received confirmation from the scrutineer that the motion to approve the issuance of common shares to BHP Copper, Inc. or an affiliate thereof has been approved by a majority of the votes cast in respect of such matter. I declare the resolution considered at today's meeting as carried. The exact number of votes cast in respect of such matter will be filed on SEDAR+. A copy of the scrutineer's final report will be retained with the records of the company. I move to conclude the formal portion of this meeting. I declare this meeting concluded. Thank you for your attendance and continued support.
Operator
operatorThis concludes the meeting. You may now disconnect.
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