REG - Touchstone Explrtn. - RESULTS OF 2024 SHAREHOLDERS' MEETING

Touchstone ExplorationAnnouncement

20/06/2024 07:00

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RNS Number : 1360T  Touchstone Exploration Inc.  20 June 2024

RESULTS OF 2024 SHAREHOLDERS' MEETING

 

CALGARY, ALBERTA (June 20, 2024) - Touchstone Exploration Inc. ("Touchstone"
or the "Company") (TSX, LSE: TXP) announces that all matters presented for
approval at the 2024 annual meeting of shareholders (the "Meeting") held
virtually on June 19, 2024 were fully authorized and approved.

 

A total of 66,700,107 common shares of the Company were voted in connection
with the Meeting, representing 28.48% of the common shares eligible to vote at
the Meeting.

 

During the business proceedings of the Meeting, Touchstone's shareholders
approved the following:

 

1.   Ordinary resolution to fix the number of directors of the Company to be
elected at the Meeting at nine, with 64.36% of the common shares represented
at the Meeting voting in favour of the resolution.

 

2.   All of the nominees proposed as directors were duly elected as
directors of Touchstone, with the number and percentage of common shares
represented at the Meeting voting in favour of and withheld from voting for
each of the individual nominees as follows:

 

 Director Nominee       Votes For                Votes Withheld
                        Number      Percent (%)  Number      Percent (%)
 Jenny Alfandary        38,975,609  65.10        20,893,312  34.90
 Paul R. Baay           48,977,657  81.81        10,891,264  18.19
 Dr. Priya Marajh       41,903,339  69.99        17,965,582  30.01
 Kenneth R. McKinnon    38,165,899  63.75        21,703,022  36.25
 Peter Nicol            41,308,649  69.00        18,560,272  31.00
 Beverley Smith         41,752,672  69.74        18,116,249  30.26
 Stanley T. Smith       40,477,375  67.61        19,391,546  32.39
 Dr. Harrie Vredenburg  38,141,614  63.71        21,727,307  36.29
 John D. Wright         35,372,205  59.08        24,496,716  40.92

 

3.   Ordinary resolution to appoint the firm of KPMG LLP, Chartered
Professional Accountants of Calgary, Alberta, to serve as auditors of
Touchstone for the ensuing year at such remuneration as may be determined by
the Company's board of directors (the "Board"), with 96.79% of the common
shares represented at the Meeting voting in favour of the resolution.

 

4.   Ordinary resolution approving and reconfirming the continuation of the
Company's existing shareholder rights plan agreement, with 90.21% of the
common shares represented at the Meeting voting in favour of the resolution.

 

Touchstone notes that the resolutions relating to the election of the director
nominees were passed but that resolutions relating to non-executive director
nominees did not attain the support of more than 80% of the common shares
voted at the Meeting.

 

To understand the reasoning behind the votes, initial discussions were held
with certain shareholders regarding aspects of corporate governance prior to
the Meeting. The Company's Board have been made aware and acknowledge concerns
relating to the size of the Board. The Board intends to take appropriate
action to reduce the number of directors following the anticipated completion
of Touchstone's previously announced proposed acquisition of Trinity
Exploration and Production plc.

 

Full voting results on all matters considered at the Meeting are available
under Touchstone's profile on SEDAR+ at www.sedarplus.ca
(http://www.sedarplus.ca/) .

Touchstone Exploration Inc.

 

Touchstone Exploration Inc. is a Calgary, Alberta based company engaged in the
business of acquiring interests in petroleum and natural gas rights and the
exploration, development, production and sale of petroleum and natural gas.
Touchstone is currently active in onshore properties located in the Republic
of Trinidad and Tobago. The Company's common shares are traded on the Toronto
Stock Exchange and the AIM market of the London Stock Exchange under the
symbol "TXP". For further information about Touchstone, please visit our
website at www.touchstoneexploration.com
(https://url.avanan.click/v2/___http:/www.touchstoneexploration.com/___.YXAxZTpzaG9yZWNhcDphOm86NjhmMTNlYmU3ZjdlZDY3NWJjYWUxOWVmYTQ1NDRiZWY6NjozZTEzOjE1YmU5NzYwODE4MjE4YzI5YzY4ZDVjMGMzYTI2YzMwZTZjZGI1N2QzMmYwY2MxOThkYmVjMWVkMTFlMmMzZGI6cDpG)
or contact:

 

Touchstone Exploration Inc.

Paul Baay, President and Chief Executive
Officer                       Tel: +1 (403) 750-4487

Scott Budau, Chief Financial Officer

 

Shore Capital (Nominated Advisor and Joint Broker)

Daniel Bush / Toby Gibbs / Tom
Knibbs
Tel: +44 (0) 207 408 4090

 

Canaccord Genuity (Joint Broker)

Adam James / Ana
Ercegovic
            Tel: +44 (0) 207 523 8000

 

FTI Consulting (Financial PR)

Nick Hennis / Ben Brewerton
 
Tel: +44 (0) 203 727 1000

Email: touchstone@fticonsulting.com (mailto:touchstone@fticonsulting.com)

 

Advisory Regarding Forward-Looking Statements

 

The information provided in this announcement contains certain forward-looking
statements and information (collectively, "forward-looking statements") within
the meaning of applicable securities laws. Such forward-looking statements
include, without limitation, forecasts, estimates, expectations and objectives
for future operations that are subject to assumptions, risks and
uncertainties, many of which are beyond the control of the Company.
Forward-looking statements are statements that are not historical facts and
are generally, but not always, identified by the words "expect", "plan",
"anticipate", "believe", "intend", "maintain", "continue to", "pursue",
"design", "result in", "sustain" "estimate", "potential", "growth",
"near-term", "long-term", "forecast", "contingent" and similar expressions, or
are events or conditions that "will", "would", "may", "could" or "should"
occur or be achieved. The forward-looking statements contained in this
announcement speak only as of the date hereof and are expressly qualified by
this cautionary statement.

 

For further information regarding the Company's proposed acquisition of
Trinity Exploration and Production Plc and the related advisories thereto,
please refer refer to the Company's announcement dated May 1, 2024 entitled
"Touchstone Exploration Announces Acquisition of Trinity Exploration and
Production PLC" and the Rule 2.7 Announcement, both of which are available
under the Company's profile on SEDAR+ (www.sedarplus.ca
(http://www.sedarplus.ca/) ) and on the Company's website
(www.touchstoneexploration.com (http://www.touchstoneexploration.com/) ).

 

Although the Company believes that the expectations and assumptions on which
the forward-looking statements are based are reasonable, undue reliance should
not be placed on the forward-looking statements because the Company can give
no assurance that they will prove to be correct. Since forward-looking
statements address future events and conditions, by their very nature they
involve inherent risks and uncertainties. Actual results could differ
materially from those currently anticipated due to a number of factors and
risks. Certain of these risks are set out in more detail in the Company's 2023
Annual Information Form dated March 20, 2024 which is available under the
Company's profile on SEDAR+ (www.sedarplus.ca
(https://url.avanan.click/v2/___http:/www.sedarplus.ca/___.YXAxZTpzaG9yZWNhcDphOm86NjhmMTNlYmU3ZjdlZDY3NWJjYWUxOWVmYTQ1NDRiZWY6Njo4MzU3OmMxMDY0ZGE0NzgzZjQ1N2I1YmM5Y2FlZGEwYWUzNTMzZjMzMDllMDc2M2E1NjY3YmRkMWYwMDI2N2JhM2I3MTc6cDpG)
) and on the Company's website (www.touchstoneexploration.com
(https://url.avanan.click/v2/___http:/www.touchstoneexploration.com/___.YXAxZTpzaG9yZWNhcDphOm86NjhmMTNlYmU3ZjdlZDY3NWJjYWUxOWVmYTQ1NDRiZWY6NjozZTEzOjE1YmU5NzYwODE4MjE4YzI5YzY4ZDVjMGMzYTI2YzMwZTZjZGI1N2QzMmYwY2MxOThkYmVjMWVkMTFlMmMzZGI6cDpG)
). The forward-looking statements contained in this announcement are made as
of the date hereof, and except as may be required by applicable securities
laws, the Company assumes no obligation or intent to update publicly or revise
any forward-looking statements made herein or otherwise, whether as a result
of new information, future events or otherwise.

 

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