24 Feb 2014 13:47
24 February 2014
bwin.party digital entertainment plc
('bwin.party', the 'Company')
Extraordinary General Meeting ('EGM') Poll Results
At the bwin.party EGM held in Gibraltar today, the ordinary resolution set out in the Company's notice of EGM dated 29 January 2014, to approve the new bwin.party digital entertainment plc 2014 Incentive Plan ('BIP'), was passed on a poll by shareholders.
The full results of the poll vote were as follows:
Ordinary Resolution
| Total | For | Against | Abstain | ||
Votes Cast | Number | % of shares voted | Number | % of shares voted | Number | |
To approve the bwin.party digital entertainment plc 2014 Incentive Plan | 589,011,243 | 410,279,568 | 69.66 | 178,731,675 | 30.34 | 107,456 |
Note: 816,987,424 ordinary shares of 0.015 pence per share in issue as at 24 February 2014, of which 3,193,103 shares are held in the bwin.party Shares Trust (the 'EBT') and the trustee of the EBT has waived all voting rights in respect of these shares. Therefore the total number of shares with voting rights is 813,794,321 as at 24 February 2014.
Rod Perry, Chairman of the Company's Remuneration Committee, commenting on this result, said:
"bwin.party's Remuneration Committee and the Board of Directors are pleased that a majority of the votes cast have supported the BIP. Of the votes cast against the resolution, 49,829,863 shares were voted by SpringOwl Gibraltar Partners B Limited, which only purchased this stake last week and so was not involved in the Company's extensive consultation with major shareholders on the BIP. The trustees of the divestiture trusts owning Emerald Bay Limited and Stinson Ridge Limited, which in aggregate hold 67,167,470 bwin.party shares, also voted against the resolution. The Directors are surprised at this decision, because the former bwin.party Director nominated by Emerald Bay Limited and Stinson Ridge Limited participated in discussions with the Remuneration Committee in 2012 and 2013 over the structure of the BIP and did not object to its design. In addition, the Company's efforts to engage with the trustees on this issue have been frustrated by each divestiture trust having appointed three different trustees since 30 October 2013, with the current trustees appointed on 27 January 2014. Despite meetings and correspondence with the trustees, it is disappointing that the Company was not informed of their views until the EGM vote. It is pleasing to see, however, that of the other shareholders that voted at the EGM, 87% approved the BIP."
The Company will submit a copy of the ordinary resolution to the Financial Conduct Authority and it will shortly be available for inspection at www.hemscott.com/nsm.do.
The Company's Directors' Remuneration Report for the year ended 31 December 2013, incorporating the forward-looking remuneration policy, will be published in April 2014, with the bwin.party 2013 annual report and 2014 Annual General Meeting Notice.
Enquiries:
Robert Hoskin, Company Secretary +350 200 78700
bwin.party digital entertainment plc
Contacts:
bwin.party digital entertainment plc
Investors
Peter Reynolds +44 (0) 20 7337 0177
Media
John Shepherd +44 (0) 20 7337 0141