CALGARY, Alberta, May 10, 2019 (GLOBE NEWSWIRE) — Toscana Energy Income Corporation (“Toscana Energy” or the “Company”) (TSX: TEI) held its annual and special meeting of shareholders (the “Meeting“) on May 10, 2019 in Calgary, Alberta. A total of 1,612,556 common shares (“Common Shares“) of the Company, representing approximately 22.51% 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.
1 According to a show of hands, the number of directors to be elected at the Meeting was set at five (5). Proxies were received as follows:
| Votes For | Votes Against | ||||
| Number | Percentage | Number | Percentage | ||
| 1,478,549 | 99.14% | 12,751 | 0.86% | ||
2 The five 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 | ||||
| Number | Percentage | Number | Percentage | |||
| Donald Copeland | 1,534,365 | 98.87% | 17,570 | 1.13% | ||
| Joseph Durante | 1,529,410 | 98.55% | 22,525 | 1.45% | ||
| John Festival | 1,534,088 | 98.85% | 17,847 | 1.15% | ||
| Brian Krausert | 1,534,088 | 98.85% | 17,847 | 1.15% | ||
| Stanley Smith | 1,534,365 | 98.87% | 17,570 | 1.13% | ||
3 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 | ||||
| Number | Percentage | Number | Percentage | ||
| 1,535,350 | 98.93% | 16,571 | 1.07% | ||
4 According to proxies received and voted by ballot, the resolution to approve all unallocated options, rights and other entitlements under the Company’s stock option plan was approved as follows:
| Votes For | Votes Against | ||||
| Number | Percentage | Number | Percentage | ||
| 1,462,021 | 94.21% | 89,914 | 5.79% | ||
5 According to proxies received and voted by ballot, the resolution to approve a transaction (the “Transaction“) that, if completed as contemplated, will “materially affect control” (as that term is defined in the Toronto Stock Exchange Manual) of the Company, all as more fully described in the management information circular of the Company dated April 10, 2019, was approved as follows:
| Votes For | Votes Against | ||||
| Number | Percentage | Number | Percentage | ||
| 1,543,734 | 99.47% | 8,201 | 0.53% | ||
In order for a portion of the Transaction to be effected, amendments to the trust indenture governing the 7.25% convertible unsecured subordinated debentures due June 30, 2021 of the Company (the “Debentures“) must also be approved by the holders of the Debentures (the “Debentureholders“). At a meeting of Debentureholders held immediately following the Meeting, such amendments were approved by the Debentureholders.
About Toscana Energy Income Corporation
Toscana Energy Income Corporation is a conventional oil and gas producer with the mandate to acquire high quality, long life oil and gas assets including royalties, non-operated working interests and unitized production for yield and capital appreciation.
For further information, please contact:
Joseph S. Durante, Chief Executive Officer
Tel: (403) 410-6793
Fax: (403) 444-0090