Electra Announces Voting Results of its 2022 Annual Meeting of Shareholders
November 11 2022 - 6:32PM
Business Wire
Electra Battery Materials Corporation (NASDAQ: ELBM; TSX-V:
ELBM) (“Electra” or the “Company”) today announced voting
results of its 2022 annual meeting of shareholders held yesterday,
November 10, in Toronto.
A total of 6,708,848 common shares, or 20.5% of Electra’s issued
and outstanding shares were represented in person or by proxy at
the meeting. Shareholders voted in favour of all items of business
put forth at the meeting, including the re-appointment of KPMG as
external auditors.
On a vote by ballot, each of the five director nominees listed
in the management circular were elected to serve until the next
annual meeting of shareholders or until their replacement is
named:
Nominee
Votes For
% of Votes For
Votes Against
% of Votes Against
Trent Mell
3,104,302
93.14%
228,637
6.86%
John Pollesel
3,284,707
98.55%
48,233
1.45%
Garett Macdonald
3,285,881
98.59%
47,059
1.41%
CL “Butch” Otter
3,273,653
98.22%
59,287
1.78%
Susan Uthayakumar
3,264,517
97.95%
68,422
2.05%
2022 LTIP
At the Meeting, shareholders also approved an amended and
restated Long-Term Incentive Plan (the “2022 LTIP”), as described
in the Circular. The 2022 LTIP was amended to reflect the Company’s
April 13, 2022 share consolidation (the “Consolidation”) and
changes made to the policies of the TSX Venture Exchange (the
“TSXV”) as they relate to security-based compensation. The
revisions made include changes of a housekeeping nature, as well as
revising the number of options (“Options”), Performance Share Units
(“PSUs”), Restricted Share Units (“RSUs”) and Deferred Share Units
(“DSUs”) from 25,500,000 Options to 1,416,667 Options; from
5,000,000 PSUs to 277,778 PSUs; from 4,500,000 RSUs to 250,000
RSUs; and from 7,000,000 DSUs to 388,888 DSUs, such that the
maximum number of Common Shares to be reserved for issuance under
the 2022 LTIP be revised from 42,000,000 Common Shares to 2,333,333
Common Shares on a post-Consolidation basis. There were no
increases or decreases to the number of Common Shares reserved for
issuance under the 2022 LTIP other than the adjustments made to
reflect the Consolidation.
ESP Plan
Shareholders also approved a new Employee Share Purchase Plan
for the Company (the “ESP Plan”). The ESP Plan provides eligible
employees of the Company and certain of the Company’s designated
affiliates, who wish to participate in the ESP Plan (each, an “ESP
Plan Participant”), with a cost-efficient vehicle to acquire Common
Shares and participate in the equity of the Company through payroll
deductions, for: (i) advancing the interests of the Company through
the motivation, attraction and retention of employees and officers
of the Company and its designated affiliates in a competitive
labour market; and (ii) aligning the interests of the employees of
the Company with those of the Shareholders through a culture of
ownership and involvement. A maximum of 1,000,000 Common Shares are
reserved for issuance under the ESP Plan, provided, however, that
the number of Common Shares reserved for issuance under the ESP
Plan and under all other security-based compensation arrangements
of the Company and its subsidiaries shall, in the aggregate, not
exceed 20% of the number of Common Shares then issued and
outstanding.
The 2022 LTIP and ESP Plan were conditionally approved by the
TSXV on September 29, 2022 and remain subject to final acceptance
of the TSXV.
The Company’s full voting results at the meeting are available
on SEDAR.
Corporate Matters
The Company has issued 35,924 Deferred Share Units (DSUs) to
directors as compensation for their services. In accordance with
the Company’s 2022 Long-Term Incentive Plan, the DSUs were priced
based on today’s closing price of the Company’s common shares on
the TSX Venture Exchange. DSUs vest immediately but may not be
exercised until a director ceases to serve on the Board, thus
aligning director interests with shareholders. The Company has also
granted certain officers incentive stock options to purchase an
aggregate of 130,000 common shares of Electra exercisable at
today’s closing price of $3.21 for a period of up to five years.
The stock options will vest in three equal tranches on the first,
second and third anniversary of the grant date. Long-term incentive
grants are a key retention and incentive tool for key employees and
new hires and remain subject to the approval of the TSX Venture
Exchange.
About Electra Battery Materials
Electra is a processor of low-carbon, ethically-sourced battery
materials. Currently commissioning North America’s only cobalt
sulfate refinery, Electra is executing a multipronged strategy
focused on onshoring the electric vehicle supply chain. Keys to its
strategy are integrating black mass recycling and nickel sulfate
production at Electra’s refinery located north of Toronto,
advancing Iron Creek, its cobalt-copper exploration-stage project
in the Idaho Cobalt Belt, and expanding cobalt sulfate processing
into Bécancour, Quebec. For more information visit
www.ElectraBMC.com.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Cautionary Note Regarding Forward-Looking Statements
This news release may contain forward-looking statements and
forward-looking information (together, “forward-looking
statements”) within the meaning of applicable securities laws and
the United States Private Securities Litigation Reform Act of 1995.
All statements, other than statements of historical facts, are
forward-looking statements. Generally, forward-looking statements
can be identified by the use of terminology such as “plans”,
“expects', “estimates”, “intends”, “anticipates”, “believes” or
variations of such words, or statements that certain actions,
events or results “may”, “could”, “would”, “might”, “occur” or “be
achieved”. Forward-looking statements involve risks, uncertainties
and other factors that could cause actual results, performance, and
opportunities to differ materially from those implied by such
forward-looking statements. Factors that could cause actual results
to differ materially from these forward-looking statements are set
forth in the management discussion and analysis and other
disclosures of risk factors for Electra Battery Materials
Corporation, filed on SEDAR at www.sedar.com. Although Electra
Battery Materials Corporation believes that the information and
assumptions used in preparing the forward-looking statements are
reasonable, undue reliance should not be placed on these
statements, which only apply as of the date of this news release,
and no assurance can be given that such events will occur in the
disclosed times frames or at all. Except where required by
applicable law, Electra Battery Materials Corporation disclaims any
intention or obligation to update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20221111005582/en/
Joe Racanelli Vice President, Investor Relations
info@ElectraBMC.com 1.416.900.3891
Electra Battery Materials (NASDAQ:ELBM)
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