Last checked at 23 Jun 2021 15:45
HARBOUR ENERGY PLC
(the "Company")
Result of Annual General Meeting
The Annual General Meeting ("AGM") of the Company was held today, 23 June 2021, at 23 Lower Belgrave Street, London, SW1W 0NR at 3.00pm. Each of the resolutions contained in the Notice of Meeting were put to the AGM, voted on by way of a poll and duly approved.
The total number of votes received on each resolution put to the AGM was as follows:
No. | Resolution | Votes FOR (a) | % | Votes AGAINST | % | Votes WITHHELD (b) |
1 | Approve the Premier Oil plc Annual Report and Accounts | 15,076,809,404 | 99.94 | 8,493,123 | 0.06 | 2,428,359 |
2 | Approve the Premier Oil plc Annual Report on Remuneration | 14,913,939,666 | 98.85 | 173,270,899 | 1.15 | 520,322 |
3 | Approve the Directors' Remuneration Policy | 14,593,098,273 | 97.19 | 421,903,633 | 2.81 | 72,728,980 |
4 | Approve amendments to the Harbour Energy 2017 Long Term Incentive Plan | 14,594,042,828 | 97.20 | 421,075,951 | 2.80 | 72,612,108 |
5 | Elect R. Blair Thomas | 15,066,505,481 | 99.86 | 20,755,909 | 0.14 | 469,497 |
6 | Elect Linda Z. Cook | 15,081,643,888 | 99.96 | 5,484,014 | 0.04 | 602,985 |
7 | Elect Phil Kirk | 15,081,678,271 | 99.96 | 5,583,122 | 0.04 | 469,497 |
8 | Elect Alexander Krane | 15,081,419,032 | 99.96 | 5,840,358 | 0.04 | 471,497 |
9 | Elect Simon Henry | 15,085,798,870 | 99.99 | 1,460,520 | 0.01 | 471,497 |
10 | Re-elect Anne Marie Cannon | 15,085,434,394 | 99.99 | 1,831,897 | 0.01 | 464,596 |
11 | Elect G. Steven Farris | 15,078,030,049 | 99.94 | 9,229,434 | 0.06 | 471,404 |
12 | Elect Alan Ferguson | 15,073,477,690 | 99.91 | 13,650,305 | 0.09 | 602,892 |
13 | Elect Andy Hopwood | 15,084,550,699 | 99.98 | 2,708,784 | 0.02 | 471,404 |
14 | Elect Margareth Øvrum | 15,082,530,288 | 99.97 | 4,727,195 | 0.03 | 473,404 |
15 | Elect Anne Stevens | 15,084,686,520 | 99.98 | 2,572,963 | 0.02 | 471,404 |
16 | Re-appoint Ernst & Young LLP as Auditor | 15,068,964,630 | 99.89 | 16,043,852 | 0.11 | 2,722,405 |
17 | Authorise the Audit & Risk Committee to approve Auditor remuneration | 15,037,378,054 | 99.68 | 47,631,193 | 0.32 | 2,721,640 |
18 | Authorise the Company to make political donations | 15,034,024,327 | 99.92 | 12,383,934 | 0.08 | 41,322,626 |
19 | Approve the consolidation of the Company's ordinary shares on a 1 for 20 basis | 15,084,058,852 | 99.98 | 3,235,815 | 0.02 | 436,220 |
20 | Authorise Directors to allot shares | 15,021,960,238 | 99.57 | 65,180,024 | 0.43 | 590,625 |
21 | Authority to disapply pre-emption rights (up to 5% of issued share capital) (c) | 15,043,150,244 | 99.71 | 44,022,677 | 0.29 | 557,966 |
22 | Authority to disapply pre-emption rights in connection with specific acquisition/ investment (further 5% of issued share capital) (c) | 15,035,858,961 | 99.66 | 51,316,410 | 0.34 | 555,516 |
23 | To approve the adoption of new Articles of Association (c) | 15,082,350,827 | 99.97 | 4,903,065 | 0.03 | 476,995 |
24 | Authority to call General Meetings by notice of not less than 14 days (c) | 15,066,192,075 | 99.86 | 21,075,074 | 0.14 | 463,738 |
NOTES:
(a) The "For" proxy vote includes those giving the Chair discretion.(b) A vote "Withheld" is not a vote in law and is not counted in the calculation of the proxy votes "For" or "Against" the resolution.(c) Special resolution.
The total number of shares in issue on 21 June 2021, the deadline for casting votes by proxy in advance of the AGM, was 18,510,652,139 shares. 81.51% of voting capital, including votes withheld, was instructed in respect of the resolutions put to the AGM.
The full text of the resolutions can be found in the Notice of Annual General Meeting, which is available on the Company's website at www.harbourenergy.com
In accordance with the UK Listing Authority's Listing Rule 9.6.2, copies of all the resolutions passed by the Company's shareholders, other than ordinary business, will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism
Share Consolidation
Following the approval of Resolution 19 and, as explained in the Notice of AGM, the Company's existing ordinary shares of 0.0001 pence each (the 'Existing Ordinary Shares') will now be consolidated into new ordinary shares of 0.002 pence each (the 'New Ordinary Shares') such that shareholders on the Company's register of members at 6:00pm on 24 June 2021 will hold 1 New Ordinary Share of 0.002 pence each for every 20 Existing Ordinary Shares of 0.0001 pence each.
Requests have been made to the Financial Conduct Authority for the New Ordinary Shares to be admitted to the premium segment of the Official List and to the London Stock Exchange and for the New Ordinary Shares to be admitted to trading on the London Stock Exchange's Main Market for listed securities.
It is expected that the New Ordinary Shares arising from the share consolidation will be admitted to listing and trading from 8:00am on 25 June 2021 with ISIN number GB00BMBVGQ36.
Immediately following admission, the Company will have 925,532,606 ordinary shares of 0.002 pence each in issue; therefore, the total voting rights in the Company will be 925,532,606. This figure may be used by shareholders as the denominator for calculations by which they may determine whether or not they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
Existing equity warrants
The Company confirms that the aforementioned share consolidation will result in an adjustment to the exercise price under the terms of the existing equity warrants issued by the Company in 2017. The exercise price will be adjusted from £0.4017 to £8.0340 with effect from 25 June 2021. In addition, each outstanding equity warrant will be exercisable over one-twentieth of a New Ordinary Share from the 25 June 2021.
EnquiriesRachel Rickard, Company Secretary Tel: +44 (0)20 7824 1067Elizabeth Brooks, Head of Investor Relations Tel: +44 (0)20 7824 1116