Birchcliff Energy Ltd. Announces Voting Results From Its 2019 Annual Shareholders Meeting and Adjournment of Special Business
CALGARY, May 17, 2019 - Birchcliff Energy Ltd. (“Birchcliff”) (TSX: BIR) is pleased to announce that at its Annual and Special Meeting of Shareholders held on May 16, 2019 (the “Meeting”), shareholders elected all five of the proposed nominees listed in Birchcliff’s information circular dated March 28, 2019 (the “Information Circular”). In addition, shareholders approved the re-appointment of Birchcliff’s external auditors, KPMG LLP. The voting results for each matter voted upon are set forth in the table below and a copy of the Report of Voting Results is available on SEDAR at www.sedar.com.
| Matters Voted Upon | Outcome of Vote | Votes For | Votes Against or Withheld, as applicable | |||||
| 1. | Ordinary resolution to fix the number of directors of Birchcliff to be elected at the Meeting at five. | Passed(1) | N/A | N/A | ||||
| 2. | Ordinary resolution to approve the election of the following nominees as directors of Birchcliff, to hold office until the close of the next annual meeting of shareholders of Birchcliff or until their successor is elected or appointed: | |||||||
| (a) | Dennis A. Dawson | Elected(2) | 125,834,857 | 43,340,770 | ||||
| 74.38% | 25.62% | |||||||
| (b) | Debra A. Gerlach | Elected(2) | 126,451,878 | 42,723,749 | ||||
| 74.75% | 25.25% | |||||||
| (c) | Stacey E. McDonald | Elected(2) | 166,312,200 | 2,863,427 | ||||
| 98.31% | 1.69% | |||||||
| (d) | James W. Surbey | Elected(2) | 159,370,847 | 9,804,780 | ||||
| 94.20% | 5.80% | |||||||
| (e) | A. Jeffery Tonken | Elected(2) | 158,434,542 | 10,741,085 | ||||
| 93.65% | 6.35% | |||||||
| 3. | Ordinary resolution to approve the appointment of KPMG LLP, Chartered Professional Accountants, as the auditors of Birchcliff, to hold office until the close of the next annual meeting of shareholders of Birchcliff, and to authorize the board of directors to fix their remuneration as such. | Passed(1) | N/A | N/A | ||||
| Notes: | ||||||||
| (1) | The vote was conducted by a show of hands. | |||||||
| (2) | The vote was conducted by ballot. | |||||||
Upon completion of the annual business of the Meeting, the Meeting was adjourned until 3:00 p.m. (MDT) on Thursday, May 23, 2019 to be held at the offices of Osler, Hoskin & Harcourt LLP, Suite 2500, 450 1st Street S.W., Calgary, Alberta (the “Adjourned Meeting”). The Meeting was adjourned prior to the consideration of the special business of the Meeting, being the resolution to amend Birchcliff’s outstanding performance warrants to extend their expiry date from January 31, 2020 to January 31, 2025 (the “Performance Warrant Resolution”), in order to allow as many shareholders as possible to review and consider the Performance Warrant Resolution. Both registered and beneficial shareholders continue to have the right to vote their common shares and to appoint a person or company to attend and represent them at the Adjourned Meeting by following the detailed directions set out in the Information Circular and the accompanying materials. In order to vote on the Performance Warrant Resolution, proxies and votes must be received prior to 11:00 a.m. (MDT) on Thursday, May 23, 2019.
About Birchcliff:
Birchcliff is a Calgary, Alberta based intermediate oil and gas company with operations concentrated within its one core area, the Peace River Arch of Alberta. Birchcliff’s common shares and cumulative redeemable preferred shares, Series A and Series C are listed for trading on the Toronto Stock Exchange under the symbols “BIR”, “BIR.PR.A” and “BIR.PR.C”, respectively.
| For further information, please contact: | ||
| Birchcliff Energy Ltd. | Jeff Tonken − President and Chief Executive Officer | |
| Suite 1000, 600 – 3rd Avenue S.W. | ||
| Calgary, Alberta T2P 0G5 | Bruno Geremia − Vice-President and Chief Financial Officer | |
| Tel:(403) 261-6401 | ||
| Fax: (403) 261-6424 | ||
| Email: info@birchcliffenergy.com | ||
| www.birchcliffenergy.com | ||
