AGM Statement
May 13 2010 - 10:37AM
UK Regulatory
TIDMHIK
RNS Number : 8951L
Hikma Pharmaceuticals Plc
13 May 2010
Hikma Pharmaceuticals PLC - Results of Annual General Meeting
LONDON, 13 May 2010 - Hikma Pharmaceuticals PLC ("the Company") advises that at
its Annual General Meeting of shareholders, held at Regus, Berkeley Square
House, Berkeley Square, London, W1J 6BD that commenced at 10.30am today, 13 May
2010, all resolutions were passed on a poll. Resolutions 1 to 7, 12 to 14 were
passed as ordinary resolutions and Resolutions 8 to 11 were passed as special
resolutions.
Copies of the resolutions dealing with special business passed at the Annual
General Meeting have been submitted to the UK Listing Authority for publication
through the Listing Authority's Document Viewing Facility.
The total number of votes cast on the poll for each resolution is set out below.
The number of Ordinary Shares in issue on 13 May 2010 was 193,157,089.
+--+------------------+-------------+--------+------------+-------+-----------+
| | Resolution | Votes | % | Votes | % | Votes |
| | | For | | Against | | Witheld |
+--+------------------+-------------+--------+------------+-------+-----------+
| 1| To receive the |131,882,578 | 99.64 | 481,335 | 0.36 |2,588,508 |
| | 2009 report and | | | | | |
| | accounts | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 2| To declare a |132,460,913 | 100 | 3,000 | 0 |2,488,508 |
| | final dividend | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 3| Reappointment of |132,331,360 | 99.9 | 132,553 | 0.1 |2,488,508 |
| | Dr Ronald Goode | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 4| Reappointment of |131,727,953 | 99.44 | 735,960 | 0.56 |2,488,508 |
| | Deloitte LLP as | | | | | |
| | auditors | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 5| Authorise the |131,614,903 | 99.36 | 848,960 | 0.64 |2,488,558 |
| | directors to set | | | | | |
| | the remuneration | | | | | |
| | of the auditors | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 6| To receive and |131,100,850 | 99.59 | 542,368 | 0.41 |3,313,603 |
| | approve the | | | | | |
| | Remuneration | | | | | |
| | Report | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 7| Authorise the |111,441,185 | 84.57 |20,338,113 |15.43 |3,173,123 |
| | directors to | | | | | |
| | allot shares | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 8| Disapply |132,457,707 | 100 | 5,706 | 0 |2,489,008 |
| | pre-emption | | | | | |
| | rights | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 9| Authorise the |132,416,818 | 99.96 | 46,595 | 0.04 |2,489,008 |
| | company to buy | | | | | |
| | back shares | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 10| Authorise the |129,861,252 | 98.04 | 2,602,661 | 1.96 |2,488,508 |
| | company to call | | | | | |
| | meetings on 14 | | | | | |
| | days notice | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 11| Amend the |130,247,774 | 98.33 | 2,215,639 | 1.67 |2,489,008 |
| | Articles of | | | | | |
| | Association | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 12| Amendment of MIP |129,623,337 | 99.40 | 777,065 | 0.60 |4,552,019 |
| | rules | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 13| Rule 9 waiver |106,036,546 | 82.25 |22,888,095 |17.75 |6,027,780 |
| | for buy backs | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
| 14| Rule 9 waiver |106,035,446 | 82.25 |22,889,195 |17.75 |6,027,780 |
| | for LTIP & MIP | | | | | |
| | awards | | | | | |
+--+------------------+-------------+--------+------------+-------+-----------+
Waiver of Rule 9 of the City Code on Takeovers and Mergers
In relation to Resolutions 13 and 14, at today's date, the total number of
ordinary shares held by the Concert Party, is 65,786,008 representing a combined
shareholding of 34.06 per cent of the issued share capital of the Company.
Assuming the Share Awards are made in respect of the full number of shares
referred to in the circular to shareholders dated 9 April 2010, that all such
grants vest in full, and that all existing awards LTIP Awards vest in full, and
that all Options currently held by members of the Concert Party were to be fully
exercised and the resulting Ordinary Shares retained by the Concert Party
members, the Concert Party would hold, in aggregate, interests over 66,889,554
Ordinary Shares, representing 34.63 per cent of the issued share capital of the
Company (as enlarged by the existing LTIP Awards and Option Exercises by members
of the Concert Party and the issue of Ordinary Shares to members of the Concert
Party pursuant to the Share Awards, but assuming no other issue of shares)
versus 34.84 per cent of the issued share capital of the Company on a similar
basis, prior to the grant of such Share Awards.
Were the Company to exercise the buy-back authority to the exclusion of the
Concert Party such that the Concert Party maintained its current shareholding,
that would result in the Concert Party's percentage interest in the Company's
issued share capital increasing 38.47 per cent. (assuming that all Existing LTIP
Awards vest in full and all Options held by members of the Concert Party are
exercised and the resulting Ordinary Shares are retained, but not including the
Share Awards granted under Resolution 14).
If the maximum repurchase of Ordinary Shares authorised was carried out by the
Company and also the maximum number of Share Awards vested, together with the
Existing LTIP Awards and Option Exercises these changes would increase the
aggregate shareholding of the Concert Party in the Company to 38.70 per cent.
(assuming that that the Concert Party did not sell any Ordinary Shares in the
repurchase of Ordinary Shares and assuming no other issue of Ordinary Shares).
Declaration of final dividend
The final dividend of 6.5 cents per share will be paid on 27 May 2010 to
shareholders on the register on 16 April 2010. Shareholders who are not
resident in Jordan have been given the option of receiving their dividend in
Pounds Sterling. The exchange rate in respect of this dividend is 1.4785 US
dollars to one Pound Sterling, equal to approximately 4.4 Pence per share.
Shareholders resident in Jordan have been given the opportunity to receive the
dividend in Jordanian Dinar, at a rate of 0.708 Jordanian Dinar per US dollar.
- ENDS -
Enquiries:
+---------------------------+--------------------------+--------------------------+
| Hikma Pharmaceuticals PLC | |
+---------------------------+-----------------------------------------------------+
| Henry Knowles | +44 20 7399 2670 |
| Company Secretary | |
| | |
+---------------------------+-----------------------------------------------------+
| Susan Ringdal | +44 20 7399 2670 |
| Investor Relations | |
| Director | |
| | |
+---------------------------+--------------------------+--------------------------+
About Hikma
Hikma Pharmaceuticals PLC is a fast growing multinational group focused on
developing, manufacturing and marketing a broad range of both branded and
non-branded generic and in-licensed products. Hikma's operations are conducted
through three businesses: "Branded", "Injectables" and "Generics" based
principally in the Middle East and North Africa ("MENA") region, where it is a
market leader, the United States and Europe. In 2009, Hikma achieved revenues
of $637 million and profit attributable to shareholders of $78 million. For
news and other information, please visit www.hikma.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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