GASFRAC Announces Voting Recommendations of Independent Proxy Firms
20 Maggio 2014 - 5:26PM
Marketwired Canada
GASFRAC Energy Services Inc. ("GASFRAC" or the "Company") (TSX:GFS) today
announced that Institutional Shareholder Services ("ISS"), a leading independent
proxy firm and an affiliate of Institutional Shareholder Services Inc., and
Glass Lewis & Co. ("Glass Lewis"), a leading U.S. independent proxy firm, have
both recommended that, among other things, GASFRAC shareholders vote "FOR" all
of the six nominees that were proposed in the Management Information Circular.
In addition to the favourable recommendation for the board nominees, Glass Lewis
and ISS have recommend that holders vote "FOR" fixing the number of directors at
six; the appointment of PricewaterhouseCoopers LLP as for the ensuing year and
the approval of the stock option plan.
The Company has reviewed the ISS analysis of the Share Award Unit Incentive Plan
and notes their recommendations to improve the plan. In response to the
recommendation by ISS, GASFRAC's Board of Directors has approved an amendment to
the Company's Share Unit Award Plan to: 1) limit the shares to be issuable under
the Plan to 2% of the number of common shares that are issued and outstanding,
2) limit the non-employee director share reserve under the plan to 0.5% of the
number of common shares that are issued and outstanding, and 3) limit the annual
individual non-employee director grant to a maximum $50,000.
The resolution in respect of the Share Award Unit Incentive Plan to be put
before the shareholders at the annual and special meeting will be revised to
incorporate the above-described amendment. The Company understands that ISS will
issue a new recommendation in response to the Share Award Unit Incentive Plan
amendment.
The annual and special meeting of shareholders is scheduled for 4:00 p.m.
(Calgary time) on May 27, 2014, where the Company will seek approval for these
matters. The deadline for voting is 4:00 p.m. (Calgary Time) on May 23, 2014.
Shareholders are encouraged to review the Management Information Circular of
GASFRAC, dated April 27, 2014, which provides a detailed discussion of the
proposed matters to be considered at the meeting. The Management Information
Circular is available on SEDAR at www.sedar.com.
How to Vote
Due to essence of time, shareholders are urged to vote today using the methods
below. Please vote in sufficient time for your vote to be received prior to 4:00
p.m. Calgary time on May 23, 2014.
Registered Shareholders
Shareholders who have physical certificates representing GASFRAC shares may vote
by fax. To vote please fax the proxy voting form to 1-403-265-1455. If you did
not receive your proxy or need assistance in voting, please contact Shorecrest
Group, GASFRAC's proxy solicitation agent, at 1-888-637-5789 or collect at
647-931-7454.
Beneficial Shareholders
Shareholders who hold their shares through a broker or other intermediary may
vote via the internet at www.proxyvote.com or follow the instructions found on
the voting instruction form. Shareholders who have questions or need any
additional information should contact their professional advisors or contact
Shorecrest toll-free at 1-888-637-5789, locally at 647-931-7454 or by email at
info@shorecrestgroup.com.
About GASFRAC
GASFRAC Energy Services, Inc. is an oil and gas technology and service company
headquartered in Calgary, Alberta and the sole provider of waterless gelled LPG
fracturing technology in North America.
FOR FURTHER INFORMATION PLEASE CONTACT:
Requests for shareholder information should be directed to:
James M Hill
Chief Executive Officer
Email: jhill@gasfrac.com
Phone: 403-515-3387
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