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Harbour Energy plc
("Harbour")
Results of General Meeting in connection with the proposed acquisition of Wintershall Dea asset portfolio
5 July 2024
A general meeting of Harbour (the "General Meeting") was held today at the offices of Clifford Chance LLP at 10 Upper Bank Street, London, in connection with the proposed acquisition by Harbour of substantially all of Wintershall Dea AG's upstream oil and gas assets (the "Acquisition").
Harbour is pleased to announce that each of the resolutions were put to the General Meeting, voted on by way of a poll and duly approved without amendment by the requisite majorities of shareholders of Harbour eligible to vote on the resolutions. Details of the resolutions were set out in the circular posted to shareholders on 12 June 2024 (the "Circular") and can also be found on Harbour's website at www.harbourenergy.com under the "Investors" tab.
Shareholder approval for the Acquisition has now been received, however the Acquisition remains subject to the satisfaction (or waiver, where applicable) of certain other conditions, as described in the Circular.
Harbour continues to expect the Acquisition to complete in Q4 2024.
The total number of votes received on each resolution put to the General Meeting was as follows:
|
No. |
Resolution 1 |
VOTES FOR 2 |
%3 |
VOTES AGAINST |
%3 |
TOTAL VOTES CAST (excluding withheld) |
VOTES WITHHELD4 |
|
1 |
To approve the Acquisition |
549,812,793 |
99.99% |
41,083 |
0.01% |
549,853,876 |
4,844,882 |
|
2 |
To approve the Rule 9 waiver granted by the Panel on Takeovers and Mergers |
543,668,046 |
98.88% |
6,177,614 |
1.12% |
549,845,660 |
4,853,098 |
|
3 |
Subject to and conditional upon the passing of Resolution 1 above, to authorise the directors to allot relevant securities in connection with the Acquisition |
549,659,025 |
99.96% |
194,824 |
0.04% |
549,853,849 |
4,844,909 |
NOTES:
1. All resolutions put to the meeting were ordinary resolutions.
2. The 'For' proxy vote includes those giving the Chair discretion.
3. Percentages are expressed as a proportion of total votes cast (which does not include votes withheld).
4. A vote withheld is not a vote under English law and is not counted in the calculation of the proxy votes 'For' or 'Against' the relevant resolution.
The total number of Harbour ordinary shares in issue on 3 July 2024, the deadline for casting votes by proxy in advance of the General Meeting, was 770,380,429 ordinary shares. 72 per cent. of voting capital, including votes withheld, was instructed in respect of the resolutions put to the General Meeting.
In accordance with the Financial Conduct Authority's Listing Rule 9.6.2, a copy of all of the resolutions passed will be submitted to the National Storage Mechanism and will shortly be available for viewing at https://ww.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism.
Enquiries
Rachel Rickard, Company Secretary Tel: 020 7730 1111
Elizabeth Brooks, Head of Investor Relations Tel: 020 3833 2421
Harbour Energy PLC shareholders approved all resolutions related to the proposed acquisition of substantially all of Wintershall Dea AG's upstream oil and gas assets at a General Meeting held on 5 July 2024. Resolution 1, approving the acquisition, passed with 549,812,793 votes (99.99%) for and 41,083 votes (0.01%) against, with 72% of total voting capital instructed. Shareholder approval for the Acquisition has been received, but it remains subject to other conditions, and Harbour continues to expect completion in Q4 2024.
| Date | 5 Jul 2024 |
| Time | 12:30:00 |
| Category | AGMs and other meetings |
| ID | 3578V |