Africa Oil Corp.
TSX : AOI
OMX : AOI

Africa Oil Corp.

April 19, 2016 17:30 ET

Voting Results of Africa Oil Annual and Special Meeting

VANCOUVER, BRITISH COLUMBIA--(Marketwired - April 19, 2016) - Africa Oil Corp. ("Africa Oil", "AOC" or the "Company") (TSX:AOI)(OMX:AOI) announces that all of the nominees proposed as directors and listed in its management proxy circular dated March 11, 2016 were elected as directors at its Annual and Special Meeting of shareholders held in Vancouver, British Columbia on April 19, 2016, the results being as follows:

Common shares represented at the Meeting: 206,950,623
Total outstanding Common Shares as at the record date: 456,417,074
Percentage of outstanding shares represented at the meeting: 45.3%

Fix the Number of Directors

Ordinary resolution fixing the number of directors of the Corporation to be elected at the Meeting at five (5). Shareholders voted as follows:

Votes For % For Votes Against % Against
206,882,343 99.97 68,280 0.03

Election of Directors

Ordinary resolution approving the election of the following nominees of directors of the Corporation for the ensuing year, or until their successors are elected or appointed. Shareholders voted as follows:

Nominee Votes For % For Votes Withheld % Withheld
Keith C. Hill 182,845,789 89.97 20,374,918 10.03
John Craig 202,901,425 99.84 319,282 0.16
Gary S. Guidry 202,826,254 99.81 394,453 0.19
Bryan M. Benitz 202,996,454 99.89 224,253 0.11
Andrew Bartlett 202,960,622 99.87 260,085 0.13

Appointment of Auditors

Ordinary resolution approving the appointment of PricewaterhouseCoopers LLP as Auditors of the Corporation for the ensuing year, and authorizing the directors of the Corporation to fix their remuneration. Shareholders voted as follows:

Votes For % For Votes Withheld % Withheld
205,451,244 99.28 1,499,378 0.72

Say on Pay

Advisory resolution to accept the Corporation's approach to executive compensation. Shareholders voted as follows:

Votes For % For Votes Against % Against
180,448,658 88.79 22,772,049 11.21

Long Term Incentive Plan

Ordinary resolution to approve, ratify and confirm the Corporation's new Long Term Incentive Plan, as more particularly described in the accompanying management information circular. Shareholders voted as follows:

Votes For % For Votes Against % Against
182,313,991 89.71 20,906,716 10.29

Grant of Restricted Share Units and Performance Share Units

Ordinary resolution to approve, ratify and confirm the grant of an aggregate of 246,000 restricted share units to certain non‐executive directors, and 1,024,000 restricted share units and 1,024,000 performance share units to certain senior executives of the Corporation, as previously approved by the Board and as more particularly described in the accompanying management information circular. Shareholders voted as follows:

Votes For % For Votes Against % Against
182,161,207 89.64 21,059,500 10.36

Stock Option Plan

Ordinary resolution to ratify, confirm and approve the Corporation's Proposed Stock Option Plan, as more particularly described in the accompanying management information circular. Shareholders voted as follows:

Votes For % For Votes Against % Against
163,201,715, 80.31 40,018,992 19.69

Grant of 2,579,000 Stock Options

Ordinary resolution to ratify, confirm and approve the grant of an aggregate of 2,579,000 stock options to certain Eligible Plan Participants, as previously approved by the Board, subject to shareholder approval, under the Corporation's Proposed Stock Option Plan and as more particularly described in the accompanying management information circular. Shareholders voted as follows:

Votes For % For Votes Against % Against
163,148,880 80.28 40,071,827 19.72

Proxyholder Discretion

Ordinary resolution to transact such other business as may properly be brought before the meeting or at any adjournments or postponements thereof. Shareholders voted as follows:

Votes For % For Votes Against % Against
100,880,472 48.75 106,070,149 51.25

As a result of the vote in respect of Proxyholder Discretion, the ordinary resolution to transact such other business as may properly be brought before the meeting or at any adjournments or postponements thereof was defeated.

About Africa Oil Corp.

Africa Oil Corp. is a Canadian oil and gas company with assets in Kenya and Ethiopia. The Company is listed on the Toronto Stock Exchange and on Nasdaq Stockholm under the symbol "AOI".

Additional Information

The information in this release is subject to the disclosure requirements of Africa Oil Corp. under the Swedish Securities Market Act and/or the Swedish Financial Instruments Trading Act. This information was publicly communicated on April 19, 2016 at 2:30 p.m. Vancouver Time.

Forward Looking Statements

Certain statements made and information contained herein constitute "forward-looking information" (within the meaning of applicable Canadian securities legislation). Such statements and information (together, "forward looking statements") relate to future events or the Company's future performance, business prospects or opportunities. Forward-looking statements include, but are not limited to, statements with respect to estimates of reserves and or resources, future production levels, future capital expenditures and their allocation to exploration and development activities, future drilling and other exploration and development activities, ultimate recovery of reserves or resources and dates by which certain areas will be explored, developed or reach expected operating capacity, that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management.

All statements other than statements of historical fact may be forward-looking statements. Statements concerning proven and probable reserves and resource estimates may also be deemed to constitute forward-looking statements and reflect conclusions that are based on certain assumptions that the reserves and resources can be economically exploited. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as "seek", "anticipate", "plan", "continue", "estimate", "expect, "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions) are not statements of historical fact and may be "forward-looking statements". Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. The Company believes that the expectations reflected in those forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. The Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as required by applicable laws. These forward-looking statements involve risks and uncertainties relating to, among other things, changes in oil prices, results of exploration and development activities, uninsured risks, regulatory changes, defects in title, availability of materials and equipment, timeliness of government or other regulatory approvals, actual performance of facilities, availability of financing on reasonable terms, availability of third party service providers, equipment and processes relative to specifications and expectations and unanticipated environmental impacts on operations. Actual results may differ materially from those expressed or implied by such forward-looking statements.

ON BEHALF OF THE BOARD

"Keith C. Hill"

President and CEO

Contact Information

  • Sophia Shane
    Corporate Development
    (604) 689-7842