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REG - Coca-Cola EP PLC - Result of AGM

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RNS Number : 6680A  Coca-Cola Europacific Partners plc  25 May 2023

Coca-Cola Europacific Partners plc - Results of 2023 Annual General Meeting

 

The Annual General Meeting of Coca-Cola Europacific Partners plc (the
"Company") was held at 1A Wimpole Street, London, W1G 0EA, United Kingdom on
24 May 2023.

 

All 30 resolutions put to the members were passed on a poll. Accordingly,
resolutions 1 to 25 were passed as ordinary resolutions and resolutions 26 to
30 were passed as special resolutions.

 

The results of the polls are set out below:

 

 Resolution                                                                           For (see note 1)        Against (see note 1)      Issued share capital represented by votes (see note 2) %  Votes withheld (see note 3)
         Votes                                                                        %            Votes      %
 1       Receipt of the Report and Accounts                                           401,608,982  99.99      26,657       0.01         87.53                                                     128,634
 2       Approval of the Directors' Remuneration Policy                               398,060,389  99.10      3,633,330    0.90         87.54                                                     70,554
 3       Approval of the Directors' Remuneration Report                               326,900,982  81.46      74,386,007   18.54        87.46                                                     477,284
 4       Election of Mary Harris as a director of the Company                         396,165,343  98.62      5,556,799    1.38         87.55                                                     42,131
 5       Election of Nicolas Mirzayantz as a director of the Company                  400,647,801  99.73      1,072,640    0.27         87.55                                                     43,832
 6       Election of Nancy Quan as a director of the Company                          398,247,371  99.15      3,424,603    0.85         87.54                                                     92,299
 7       Re-election of Manolo Arroyo as a director of the Company                    327,016,025  81.52      74,146,730   18.48        87.43                                                     601,518
 8       Re-election of John Bryant as a director of the Company                      383,925,736  95.57      17,796,001   4.43         87.55                                                     42,536
 9       Re-election of José Ignacio Comenge as a director of the Company             340,400,836  84.85      60,755,599   15.15        87.43                                                     607,838
 10      Re-election of Damian Gammell as a director of the Company                   399,665,278  99.49      2,051,202    0.51         87.55                                                     47,793
 11      Re-election of Nathalie Gaveau as a director of the Company                  400,239,659  99.63      1,481,491    0.37         87.55                                                     43,123
 12      Re-election of Álvaro Gómez-Trénor Aguilar as a director of the Company      398,255,592  99.15      3,410,195    0.85         87.54                                                     98,486
 13      Re-election of Thomas H Johnson as a director of the Company                 380,352,717  94.68      21,369,090   5.32         87.55                                                     42,466
 14      Re-election of Dagmar Kollmann as a director of the Company                  396,872,734  98.79      4,849,967    1.21         87.55                                                     41,572
 15      Re-election of Alfonso Líbano Daurella as a director of the Company          398,282,906  99.16      3,388,947    0.84         87.54                                                     92,420
 16      Re-election of Mark Price as a director of the Company                       397,432,894  98.93      4,289,121    1.07         87.55                                                     42,258
 17      Re-election of Mario Rotllant Solá as a director of the Company              398,299,343  99.16      3,371,732    0.84         87.54                                                     93,198
 18      Re-election of Dessi Temperley as a director of the Company                  395,888,495  98.55      5,826,476    1.45         87.55                                                     49,302
 19      Re-election of Garry Watts as a director of the Company                      400,282,236  99.64      1,440,199    0.36         87.55                                                     41,838
 20      Reappointment of the Auditor                                                 394,397,371  98.18      7,312,398    1.82         87.55                                                     54,504
 21      Remuneration of the Auditor                                                  400,455,127  99.69      1,244,559    0.31         87.55                                                     64,587
 22      Political Donations                                                          400,327,265  99.84      634,426      0.16         87.38                                                     802,582
 23      Authority to allot new shares                                                390,691,176  97.26      10,997,388   2.74         87.54                                                     75,709
 24      Waiver of mandatory offer provisions set out in Rule 9 of the Takeover Code  183,391,655  78.07      51,524,688   21.93        51.20                                                     166,847,930
         (see note 4)
 25      Approval of Long Term Incentive Plan                                         398,632,467  99.24      3,054,500    0.76         87.54                                                     77,306
 26      General authority to disapply pre-emption rights                             398,050,840  99.38      2,465,812    0.62         87.29                                                     1,247,621
 27      General authority to disapply pre-emption rights in connection with an       397,109,783  99.14      3,462,858    0.86         87.30                                                     1,191,632
         acquisition or specified capital investment
 28      Authority to purchase own shares on market                                   400,401,708  99.78      873,833      0.22         87.45                                                     488,732
 29      Authority to purchase own shares off market                                  394,934,181  98.42      6,335,082    1.58         87.45                                                     495,010
 30      Notice period for general meetings other than annual general meetings        390,811,804  97.29      10,895,895   2.71         87.55                                                     56,574

 

Notes:

 

 1  Votes "For" and "Against" are expressed as a percentage of votes received.

 2  As at 4.30pm on Monday 22 May 2023, the time by which shareholders who wanted
    to attend, speak and vote at the AGM must have been entered on the Company's
    register of members, there were 458,846,191 ordinary shares in issue.

 3  A "Vote Withheld" is not a vote in law and is not counted in the calculation
    of the proportion of votes "For" or "Against" a resolution.

 4  Resolution 24 was put to the AGM as a resolution of the shareholders of the
    Company other than Olive Partners, S.A. ("Olive") or any concert party of
    Olive.

 

Resolution 24, being the ordinary resolution to approve the waiver by the
Panel on Takeovers and Mergers under Rule 9 of the City Code on Takeovers and
Mergers (the "Rule 9 waiver") in connection with the Company's buyback
programme was duly passed by 78.07% of the votes cast by the independent
shareholders of the Company (being shareholders other than Olive and its
presumed concert parties) with 21.93% of votes against. Resolution 24 is a
standing agenda item at each Annual General Meeting to enable CCEP to exercise
the authorities under Resolution 28 to purchase its own shares on market and
Resolution 29 to purchase its own shares off market, which were passed with
majorities of 99.78% and 98.42% respectively. This will enable CCEP to make
use of the option to return value to shareholders through a possible future
buyback programme. Had Resolution 24 not been passed, the Company would not
have been able to effect such buyback programmes, as explained in the Notice
of AGM and also in the Letter to Shareholders issued via RNS on 15 May 2023.
CCEP intends to continue to engage with ISS on their standing policy to
recommend a vote against a Rule 9 waiver which we believe may be influencing
investor decisions in this regard. In addition, CCEP will continue to engage,
in normal course and as appropriate, with shareholders who did not support
Resolution 24 to understand the reasons for their vote against the proposal
and to continue a transparent and constructive dialogue on this topic.

 

Olive is currently interested in 166,128,987 shares in the Company and the
Waiver does not entitle Olive to be interested in a greater number of shares.
The Waiver would allow Olive's interest in shares as a percentage of the
Company's total shares to increase as a result of the exercise of the
Company's authorities to purchase its own shares, but only to the extent that
the resulting interest of Olive, together with any concert parties, in the
shares of the Company did not then exceed 40.2797%.

 

In accordance with Listing Rule 14.3.6R, copies of the resolutions that do not
constitute ordinary business at an annual general meeting will be submitted to
the National Storage Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

 

CONTACTS

 

 Company Secretariat     Investor Relations      Media Relations

 Clare Wardle            Sarah Willett           Shanna Wendt

 T +44 (0)20 7355 8406   T +44 (0)7970 145 218   T +44 (0)7976 595 168

 

 

 

ABOUT CCEP

 

Coca-Cola Europacific Partners is one of the world's leading consumer goods
companies. We make, move and sell some of the world's most loved brands -
serving 600 million consumers and helping 2 million customers across 29
countries grow. We combine the strength and scale of a large, multi-national
business with an expert, local knowledge of the customers we serve and
communities we support. The Company is currently listed on Euronext Amsterdam,
the NASDAQ Global Select Market, London Stock Exchange and on the Spanish
Stock Exchanges, trading under the symbol CCEP.

 

For more information about CCEP, please visit www.cocacolaep.com & follow
CCEP on Twitter at @CocaColaEP.

 

 

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