CALGARY, Alberta – Toscana Energy Income Corporation (Toscana or the Company) (TSX: TEI) announced that it has obtained a final order from the Court of Queen’s Bench of Alberta approving the acquisition of Toscana by i3 Energy plc (i3 Energy) pursuant to an arrangement (the Arrangement) under the Business Corporations Act (Alberta), as previously announced on June 23, 2020.
In addition, today Toscana held its annual and special meeting of Toscana shareholders (the Shareholders) in Calgary, Alberta (the Meeting). A total of 61,141,062 common shares (Common Shares) in the capital of the Company, representing approximately 42.13% of the issued and outstanding Common Shares, were represented in person or by proxy at the Meeting. In accordance with section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations, this report briefly describes the matters voted upon and the outcome of the votes at the Meeting.
APPROVAL OF THE ARRANGEMENT
Toscana announced today that the Arrangement was approved by the Shareholders. At the Meeting, the Arrangement was approved by 76.78% of the votes cast by Shareholders. Details of the voting results for the annual and special meeting are available on SEDAR at www.sedar.com. Subject to remaining customary closing conditions being satisfied or waived, Toscana expects the Arrangement to close on or about October 30, 2020.
ELECTION OF DIRECTORS
1 According to a show of hands, the number of directors to be elected at the Meeting was set at four (4). Proxies were received as follows:
|Votes For||Votes Against|
2 The four director nominees proposed by management were elected by ballot at the Meeting. Proxies and in-person votes were received as follows:
|NOMINEE||VOTES FOR||VOTES WITHHELD|
APPOINTMENT OF AUDITORS
According to a show of hands, KPMG LLP was appointed as auditors of Toscana until the close of the next annual meeting, at such remuneration as may be approved by the board of directors of the Company. Proxies were received as follows:
|Votes For||Votes Withheld|
Toscana Energy Income Corporation is a conventional oil and gas producer with the mandate to acquire high quality, long life oil and gas assets.