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RNS Number : 8481J Riverstone Credit Opps. Inc PLC 22 May 2025
22 May 2025
RIVERSTONE CREDIT OPPORTUNITIES INCOME PLC
("RCOI" or the "Company")
Results of the Annual General Meeting ("AGM") and initiation of Managed
Wind-Down
The Company announces that, at its sixth AGM held at 2.00 pm. (BST) on 22 May
2025, each of the Resolutions were duly passed by a poll vote without
amendment.
The details of the results of the poll vote on each resolution proposed at the
AGM are as follows:
ORDINARY RESOLUTIONS
Resolution 1
IT WAS RESOLVED to receive and adopt the Report of the Directors and the
audited accounts of the Company for the financial period ended 31 December
2024 together with the Independent Auditor's Report on those audited accounts
(the "Annual Report and Accounts").
For (including discretionary) 25,475,329 votes
Against 0 votes
Withheld* 0 votes
Resolution 2
IT WAS RESOLVED to approve the Directors' Remuneration Report contained within
the Annual Report and Accounts.
For (including discretionary) 25,458,320 votes
Against 12,124 votes
Withheld* 4,885 votes
Resolution 3
IT WAS RESOLVED to approve the Directors' Remuneration Policy set out on page
25 of the Directors' Remuneration Report contained within the Annual Report
and Accounts.
For (including discretionary) 25,458,320 votes
Against 12,124 votes
Withheld* 4,885 votes
Resolution 4
IT WAS RESOLVED to appoint Ernst & Young LLP as auditors of the Company,
to hold office until the conclusion of the next annual general meeting at
which the Annual Report and Accounts are laid before the meeting.
For (including discretionary) 25,465,004 votes
Against 10,325 votes
Withheld* 0 votes
Resolution 5
IT WAS RESOLVED to authorise the Board of Directors to determine the
remuneration of Ernst & Young LLP.
For (including discretionary) 25,471,627 votes
Against 3,702 votes
Withheld* 0 votes
Resolution 6
IT WAS RESOLVED to re-elect Reuben Jeffery, III as a Director of the Company.
For (including discretionary) 25,470,444 votes
Against 0 votes
Withheld* 4,885 votes
Resolution 7
IT WAS RESOLVED to re-elect Emma Davies as a Director of the Company.
For (including discretionary) 25,470,444 votes
Against 0 votes
Withheld* 4,885 votes
Resolution 8
IT WAS RESOLVED to re-elect Edward Cumming-Bruce as a Director of the Company.
For (including discretionary) 25,470,444 votes
Against 0 votes
Withheld* 4,885 votes
In accordance with LR 9.6.18, details of those resolutions passed, which were
not ordinary business of the AGM, follow :-
Resolution Votes For (including discretionary) Votes Against Total Votes Cast Votes Withheld*
9 - Special 25,475,329 0 25,475,329 0
10 - Special 25,471,627 3,702 25,475,329 0
*A vote withheld is not a vote in law and is therefore not counted towards the
proportion of votes "for" or "against" the Resolution.
Resolution 9
That the Company be and is hereby generally and unconditionally authorised for
the purposes of section 701 Companies Act 2006, to make market purchases
(within the meaning of section 693(4) Companies Act 2006) of ordinary shares
of one penny each in the capital of the Company on such terms and in such
manner as the Directors shall from time to time determine, provided that:
a. the maximum number of ordinary shares hereby authorised to be purchased
is 10,216,739;
b. the minimum price (exclusive of expenses) which may be paid for an
ordinary share is one cent;
c. the maximum price (exclusive of expenses) which may be paid for an
ordinary share shall be not more than the higher of: (i) an amount equal to
105 per cent. of the average of the middle market quotations for an Ordinary
Share (as derived from the London Stock Exchange Daily Official List) for the
five business days immediately preceding the date on which that Ordinary Share
is contracted to be purchased; and (ii) an amount equal to the higher of the
price of the last independent trade of an ordinary share and the highest
current independent bid on the trading venues where the purchase is carried
out;
d. the authority hereby conferred shall expire at the conclusion of the
next annual general meeting of the Company after the passing of this
Resolution, or the date which falls 15 months after the date on which this
Resolution 13 is passed, whichever is the earlier (unless previously revoked,
varied or renewed by the Company in general meeting prior to such time); and
e. the Company may at any time prior to the expiry of such authority enter
into such a contract or contracts under which a purchase of ordinary shares
under such authority will or may be completed or executed wholly or partly
after the expiration of such authority and the Company may purchase ordinary
shares in pursuance of any such contract or contracts as if the authority
conferred hereby had not expired.
All votes cast were proxy votes received in advance of the meeting.
Accordingly, the proxy votes received by the Company are identical to the
above.
As at the date of this announcement, the Company's issued share capital was
90,805,237ordinary shares of US$0.01 each. Each ordinary share carries the
right to one vote in relation to all circumstances at general meetings of the
Company, and the Company does not hold any ordinary shares in treasury.
Accordingly, the total voting rights in the Company at the time of the AGM
were 90,805,237.
Resolution 10
THAT, a general meeting of the Company (other than an Annual General Meeting)
may be called on not less than 14 days' notice.
-ENDS-
About Riverstone Credit Opportunities Income Plc:
Following the General Meeting held on 22 May 2024, RCOI adopted a revised
Investment Objective in order to facilitate a managed wind-down of the
Company. The Company aims to realise RCOI's assets on a timely basis with the
aim of making progressive returns of cash to holders of Ordinary Shares as
soon as practicable.
The Company's loan portfolio has encompassed companies that build and operate
the infrastructure used to generate, transport, store and distribute both
renewable and conventional sources of energy, and companies that provide
services to that infrastructure. RCOI's loan portfolio has also included
companies seeking to facilitate the energy transition by decarbonizing the
energy, industrial and agricultural sectors, building sustainable
infrastructure and reducing or sequestering carbon emissions. The Company has
sought to ensure that its investments are having a positive impact on climate
change by structuring each deal as either a green loan or a
sustainability-linked loan, documented using industry best practices.
As previously announced, Riverstone Investment Group LLC, the SEC registered
investment advisor to RCOI, entered into a sub-advisory agreement with
Breakwall Investment Advisor LLC (an SEC registered investment advisor), as
sub-advisor, to provide investment related services to RCOI on January 1,
2024. Breakwall Capital LP is an independent asset manager that is owned and
operated by certain former members of the Riverstone Credit Partners team.
For further details, see https://www.riverstonecoi.com/
(https://www.riverstonecoi.com/) .
Neither the contents of RCOI's website nor the contents of any website
accessible from hyperlinks on the websites (or any other website) is
incorporated into, or forms part of, this announcement.
For Riverstone Credit Opportunities Income Plc:
Adam
Weiss
+1 212 271 2953
Media Contacts:
Buchanan
Helen Tarbet Tel: +44 (0) 20 7466 5109
Henry Wilson Tel: +44 (0) 20 7466 5111
Verity Parker Tel: +44 (0) 20 7466 5197
Email: rcoi@buchanan.uk.com (mailto:rcoi@buchanan.uk.com)
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