HALIFAX, May 8, 2014 /CNW/ - High Liner Foods Incorporated (TSX: HLF) ("High Liner Foods" or "the Company"), announced today the results of
the voting on the election of directors and proposed amendments to the
Articles of Association of the Company submitted to the annual general
and special meeting (the "Meeting") of the shareholders (the
"Shareholders") of the Company held today.
Election of Directors:
On a vote by ballot, each of the twelve nominees set forth in the 2014
Information Circular of the Company ("Circular") was elected as a
director of the Company. Detailed results of the vote for the election
of directors held at the Meeting held today are set out below.
NOMINEE
|
FOR
|
%
|
WITHHOLD
|
%
|
ALAN BELL
|
12,361,461
|
99.97%
|
3,354
|
0.03%
|
DEREK H.L. BUNTAIN
|
10,547,453
|
85.30%
|
1,817,362
|
14.70%
|
JAMES G. COVELLUZZI
|
9,881,949
|
79.92%
|
2,482,866
|
20.08%
|
HENRY E. DEMONE
|
9,533,980
|
77.11%
|
2,830,835
|
22.89%
|
ROBERT P. DEXTER
|
10,342,423
|
83.64%
|
2,022,392
|
16.36%
|
DAVID J. HENNIGAR
|
12,361,461
|
99.97%
|
3,354
|
0.03%
|
MATTHEW R. HENNIGAR
|
10,340,889
|
83.63%
|
2,023,926
|
16.37%
|
SHELLY L. JAMIESON
|
12,361,288
|
99.97%
|
3,527
|
0.03%
|
J. THOMAS MACQUARRIE
|
9,986,012
|
80.76%
|
2,378,803
|
19.24%
|
M. JOLENE MAHODY
|
12,361,415
|
99.97%
|
3,400
|
0.03%
|
R. ANDY MILLER
|
12,233,453
|
98.94%
|
131,362
|
1.06%
|
ROBERT L. PACE
|
12,232,767
|
98.93%
|
132,048
|
1.07%
|
Stock Split
On a vote by ballot, the amendments to the Articles of Association of
the Company as set forth in the Circular were approved.
SPECIAL RESOLUTION
|
FOR
|
%
|
AGAINST
|
%
|
AMEND COMPANY'S
MEMORANDUM
|
10,164,109
|
82.20%
|
2,200,706
|
17.80%
|
Accordingly, the Shareholders have approved a 2-for-1 share split of its
outstanding common shares (the "Split"). In accordance with its
applicable rules, Toronto Stock Exchange ("TSX") has determined to
implement due bill trading in connection with the Company's Split,
which will take the form of a stock 'push out' whereby shareholders
will receive one additional common share for each common share held.
The Split will be payable on May 30, 2014, to all shareholders of
record at the close of business on May 16, 2014.
A "due bill" is an entitlement attached to listed securities undergoing
a corporate action, such as a share split. The common shares will trade
on a "due bill" basis from two trading days prior to the record date
(i.e., Wednesday, May 14, 2014) to the payment date (i.e., Friday, May
30, 2014), inclusively (the "due bill period"). Any trades that are
executed on the TSX during this period will be identified to ensure
purchasers of High Liner Foods' common shares receive the entitlement
to the additional share arising from the Split.
The common shares will commence trading on an "ex-date" as of June 2,
2014, as of which date purchases of High Liner Foods' common shares
will no longer have an attaching entitlement to a share split. The
due bill redemption date will be June 4, 2014.
Shareholders do not need to take any action. The Company's transfer agent will send to registered shareholders an
advice under the direct registration system indicating the number of
additional shares that they receive as a result of the Split. These
additional shares will be held in book entry form and registered
electronically in the transfer agent's recordkeeping system, unless a
physical share certificate is requested by the registered shareholder.
Beneficial owners with common shares held through a brokerage account
will have their accounts automatically updated to reflect the Split.
About High Liner Foods Incorporated
High Liner Foods Incorporated is the leading North American processor
and marketer of value-added frozen seafood. High Liner Foods' retail
branded products are sold throughout the United States, Canada and
Mexico under the High Liner, Fisher Boy, Mirabel and Sea Cuisine labels, and are available in most grocery and club stores. The Company
also sells branded products to restaurants and institutions under the High Liner, Icelandic Seafood, FPI, Viking, Mirabel, Samband of Iceland and American Pride Seafood labels and is a major supplier of private label value-added seafood
products to North American food retailers and foodservice
distributors. High Liner Foods is a publicly traded Canadian company,
trading under the symbol HLF on the Toronto Stock Exchange.
Certain information included in this news release constitutes
"forward-looking statements" within the meaning of Canadian securities
laws. The Company cautions that, by their nature, these forward-looking
statements involve risk, and assumptions. The Company cautions that its
assumptions may not materialize and that current economic conditions
render such assumptions, although reasonable at the time they were
made, subject to greater uncertainty.
Important risk factors that could affect the forward-looking statements
include, but are not limited to, the effects of general economic and
business conditions, industry competition, inflation, currency and
interest rate fluctuations, changes in fuel prices, legislative and/or
regulatory developments, compliance with environmental laws and
regulations, actions by regulators, various events which could disrupt
operations, including natural events such as severe weather, droughts,
floods and earthquakes, labor negotiations and disruptions,
environmental claims, uncertainties of investigations, proceedings or
other types of claims and litigation, risks and liabilities arising
from derailments, and other risks detailed from time to time in reports
filed by High Liner Foods with securities regulators in Canada.
Reference should be made to "Management's Discussion and Analysis" in
High Liner Foods' annual and interim reports and Annual Information
Form, available on High Liner Foods' website, for a summary of major
risk factors.
High Liner Foods assumes no obligation to update or revise
forward-looking statements to reflect future events, changes in
circumstances, or changes in beliefs, unless required by applicable
Canadian securities laws. In the event High Liner Foods does update any
forward-looking statement, no inference should be made that High Liner
Foods will make additional updates with respect to that statement,
related matters, or any other forward-looking statement.
For further information about the Company, please visit our website at www.highlinerfoods.com or send an e-mail to investor@highlinerfoods.com.
SOURCE High Liner Foods Incorporated