Calgary, Alberta–(Newsfile Corp. – May 15, 2023) – Baytex Energy Corp. (TSX: BTE) (NYSE: BTE) (“Baytex”) is pleased to announce that shareholders of Baytex (“Baytex Shareholders”) today approved the previously announced merger (the “Merger”) with Ranger Oil Corporation (“Ranger”). Baytex also reports that all additional matters presented for approval at the annual and special meeting of shareholders held today were approved. A total of 204,407,281 common shares being 37.47% of Baytex’s issued and outstanding shares were represented at the meeting.
1. Ordinary Resolution to Approve Issuance of Baytex Shares to Ranger Shareholders
At the meeting, Baytex Shareholders approved the issuance of the Baytex shares to be issued to Ranger pursuant to the Merger.
The Merger is expected to close late in the second quarter of 2023 or early in the third quarter of 2023, subject to the satisfaction of customary closing conditions, including receipt of requisite regulatory approvals and Ranger shareholder approval.
2. Election of Directors
At the meeting, all of the nominees proposed as directors were duly elected. Results of the vote are set out below:
|Name of Nominee||#||%|
|Mark R. Bly||177,994,215||97.30|
|Trudy M. Curran||177,589,205||97.07|
|Eric. T. Greager||175,881,715||96.14|
|Don G. Hrap||173,688,516||94.94|
|Angela S. Lekatsas||177,721,878||97.15|
|Jennifer A. Maki||177,816,227||97.20|
|David L. Pearce||178,327,443||97.48|
|Steve D.L. Reynish||174,085,368||95.16|
3. Appointment of Auditors
KPMG LLP was appointed as Baytex’s auditor until the next annual meeting of its shareholders, and the directors were authorized to fix their remuneration. The result of the vote is as follows:
4. Approval of the Non-Binding Resolution on the Approach to Executive Compensation
A non-binding advisory resolution with respect to Baytex’s approach to executive compensation was approved. The result of the vote is as follows:
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