Nickel 28 directors win court dismissal

Executive Summary

• Nickel 28 Capital Corp. announces that two board members, Brett Richards and Edward Collery, successfully had lawsuits dismissed by the Ontario Superior Court.
• The lawsuits were brought by former executives Justin Cochrane and Conor Kearns, who were terminated for cause in May 2024 following findings of serious misconduct.
• The court ruled that the former executives failed to plead material facts supporting personal liability against the directors and denied their request to amend the claims.

Key Details

• Legal Outcome: Justice Merritt of the Superior Court of Justice granted motions to strike the claims brought by Justin Cochrane and Conor Kearns against directors Brett Richards and Edward Collery.
• Court Rationale: The court found the claims did not disclose any reasonable cause of action against the directors personally. It was determined that the former executives did not plead required material facts and that their allegations were inconsistent with facts required to support claims against the board members.
• Costs Awarded: In a separate decision released on Jan. 15, 2026, the court awarded costs to Mr. Collery and Mr. Richards as the successful parties.
• Background on Terminations: Former executives Justin Cochrane and Conor Kearns were terminated for cause on May 3, 2024. An independent special committee found serious misconduct, including:
  • Trades violating company policies.
  • Self-dealing resulting in grossly excessive compensation payments.
  • Awards of securities in breach of long-term incentive plans.
  • Improper consulting contracts.
• Current Litigation Status: While the claims against the directors were dismissed, Nickel 28 continues to defend against the wrongful termination and loss of competitive advantage lawsuits filed by the former executives against the company.
• Counterclaims: The company is pursuing counterclaims against Cochrane and Kearns for millions of dollars, citing breach of contract, fiduciary duties, confidence, trust, negligence, unjust enrichment, spoliation, conspiracy, tortious interference, and punitive damages.

Notable Quotes

• "The court concluded that Mr. Cochrane and Mr. Kearns did not plead the material facts required to support their lawsuit against Mr. Richards or Mr. Collery, personally."
• "The court further denied a request from Mr. Cochrane and Mr. Kearns to amend their claims... finding that there was no conduct that could be pleaded that would support a lawsuit against the Nickel board members."