Leading Independent Advisory Firm, Glass Lewis, Recommends Crescent Point Shareholders Vote for All Management Nominees and W...
April 24 2018 - 05:55AM
Crescent Point Energy Corp. ("Crescent Point" or the "Company")
(TSX:CPG) (NYSE:CPG) is pleased to announce that leading
independent proxy advisory firm, Glass Lewis & Co. ("Glass
Lewis"), has recommended that shareholders vote FOR all of Crescent
Point’s director nominees using only the Company’s WHITE proxy
prior to the its Annual General Meeting (“AGM”) on May 4, 2018.
In reaching its recommendation, Glass Lewis stated the
following:
“The Company’s current directors appear to us to have made
concerted efforts in recent periods to actively engage with its
shareholders and address various relevant issues facing the
Company, well before the Dissident launched this seemingly-rushed
activist campaign.”
“…we believe that the Dissident’s plan is decidedly vague and
bereft of any meaningful substance.”
“…we believe that the Dissident has presented shareholders with
a slate of nominees and a plan for the Company that, taken
together, strains credibility.”
“Cation was seemingly formed by Mr. Edmonstone, a former
investment banker who most recently served as Deputy Head of Global
Oil & Gas at the Macquarie Group, just a little over a week
before the initiation of this proxy contest. Having only recently
obtained its less than 1% stake in the Company, Cation is hoping
that its last-minute case here will be enough to spur shareholders
to replace 40% of the Company’s board at this AGM.”
“…the Dissident argues that the Company’s all-in G&A and SBC
costs (inclusive of capitalized expenses) as a percentage of $/boe
has been higher than the peer group median for each of the last
three years. However, the Dissident’s calculation of such costs is
rather nebulous, as the Dissident does not explain how it accounted
for differences in capitalization policies and/or differences in
disclosures of capitalized costs among the selected peers.”
“We believe that the Dissident has failed to show that the
Dissident Nominees have relevant operational experience, nor any
sort of successful track record in addressing the sorts of concerns
raised by the Dissident (e.g. rightsizing cost structures,
successfully de-levering a business, improving executive
compensation practices, etc.).”
“We believe that Cation has failed to present shareholders with
a compelling case that further board refreshment is required beyond
what the Company has already planned, nor that the Dissident
Nominees would necessarily represent a marked improvement over any
of the Management Nominees, individually or collectively.”
Based on its analysis, Glass Lewis recommends that shareholders
vote FOR all resolutions -- including the Restricted Share Bonus
and Stock Option Plans, Stock Option Grant and Say on Pay on
management’s WHITE proxy.
“We are very pleased that Glass Lewis has rejected the false and
misleading claims made by Cation and is recommending shareholders
vote on the WHITE management proxy. Glass Lewis’ independent report
makes it clear that Cation’s nominees don’t have the plan or
incremental skill set that would add any value to our board,” said
Peter Bannister, Chairman of the Crescent Point Board of Directors.
“In contrast, our refreshed board of experienced and qualified
nominees have supported the implementation of key changes that are
already underway. We are firmly committed to overseeing and
supporting management in the successful execution of its strategy
to create long-term value for shareholders.”
Shareholders are reminded to vote their WHITE proxy before May
2, 2018 at 10:00 a.m. (MDT) and are encouraged to read Crescent
Point’s entire investor presentation for a complete understanding
of the Company's strategy and board's effective stewardship. More
information on the Company’s candidates and voting details can be
found here: http://vote.crescentpointenergy.com.
The Company recommends that shareholders vote FOR all of its
nominees by voting the WHITE Proxy or Voting Instruction Form. If
shareholders have already voted the WHITE proxy, there is no need
to vote again. Do not vote the Blue Proxy or Voting Instruction
Form sent by Cation.
If shareholders have questions or need help voting, they can
contact Kingsdale Advisors at 1-888-518-6559 or
contactus@kingsdaleadvisors.com. There is a team standing by to
help.
CRESCENT POINT ENERGY CORP.
FOR MORE INFORMATION ON CRESCENT POINT ENERGY, PLEASE
CONTACT:
Ken Lamont, Chief Financial Officer, or Brad Borggard, Vice
President, Corporate Planning and Investor Relations
Telephone: |
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(403)
693-0020 |
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Toll-free (US
& Canada): 888-693-0020 |
Fax: |
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(403)
693-0070 |
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Website:
www.crescentpointenergy.com |
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Crescent Point shares are traded on the Toronto Stock
Exchange and New York Stock Exchange under the symbol
CPG.
Crescent Point Energy Corp.Suite 2000, 585 - 8th
Avenue S.W.Calgary, Alberta T2P 1G1
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