REG-Third Point Investors: Result of Annual General Meeting

Third Point InvestorsAnnouncement

08/06/2022 17:15

Third Point Investors Limited
(a closed-ended investment incorporated in Guernsey with registration number
47161)
LEI Number: 549300WXTCG65AQ7V644
(The “Company”)

8 JUNE 2022

RESULT OF ANNUAL GENERAL MEETING

At the Annual General Meeting of the Company held on 8 June 2022 all Ordinary
and Special Resolutions set out in the Annual General Meeting Notice sent to
Shareholders dated 17 May 2022 were duly passed.

Details of the proxy voting results which should be read along side the Notice
are noted below:

 Ordinary Resolution      For     Discretion  (voted in favour)  Against    Abstain    
          1           35,390,483              5,000                 0          0       
          2           35,390,483              5,000                 0          0       
          3           35,390,483              5,000                 0          0       
          4           35,390,483              5,000                 0          0       
          5           35,390,465              5,000                 18         0       
          6           35,390,465              5,000                 18         0       
          7           13,309,364              5,000              847,011  21,234,108*  
          8           35,013,196              5,000               18,725    358,562    
          9           35,390,465              5,000                 18         0       
          10          35,390,465              5,000                 18         0       
  Special Resolution      For     Discretion  (voted in favour)  Against    Abstain    
          11          14,156,375              5,000                 0     21,234,108*  

Note - A vote withheld is not a vote in law and has not been counted in the
votes for and against a resolution. 

Pursuant to Article 4(c) of the Articles of Incorporation of the Company, the
Class B Shareholder was unable to vote in respect of Resolution 7, this being
a Listing Rule Reserved Matter.

*The abstaining votes represent Third Point Offshore Independent Voting
Company Limited.

The Special Resolution was as follows:

Special Resolution 11

That conditional upon the Ordinary Shares of the Company remaining traded on
the main market of the London Stock Exchange, the Company be authorised in
accordance with Section 315 of the Companies Law to make market acquisitions
(within the meaning of section 316 of the Companies Law) of each class of its
Shares (either for retention as treasury shares for future reissue and resale
or transfer, or cancellation) provided that:

i.        the maximum number of Shares hereby authorised to be
purchased shall be 14.99% of each class of Shares in issue at the date of this
document;

ii.       the minimum price (exclusive of expenses) which may be paid
for a Share shall be 50 per cent of the Net Asset Value (as defined in the
Articles);

iii.      Unless a tender offer is made to all holders of the relevant
class of Shares, the maximum price (exclusive of expenses) which may be paid
for a Share shall not be more than the higher of (a) 105 per cent of the
average of the middle mark quotations for a Share taken from the London Stock
Exchange’s main market for listed securities for the five business days
before the purchase is made and (b) the higher of the price of the last
independent trade and the highest current independent bid at the time of the
purchase; and (c) any purchase by the Company of 15 per cent or more of any
class of its Shares shall be effected by way of a tender offer to all
Shareholders of that class, or such other price as may be permitted by the
Listing Rules of the UK Listing Authority:

iv.      the authority hereby conferred shall expire at the conclusion of
the next Annual General Meeting of the Company, or, if earlier, on the expiry
of eighteen months from the passing of this resolution, unless such authority
is renewed, varied or revoked prior to such time; and

v.       the Company may make a contract to purchase Shares under the
authority hereby conferred prior to the expiry of such authority which will or
may be executed wholly or partly after the expiration of such authority and
may make a purchase of Shares pursuant to any such contract.

Enquiries:
Northern Trust International Fund Administration Services (Guernsey) Limited
The Company Secretary
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL
 
Tel:        01481 745001

END
 



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