Result of AGM

RNS Number : 9273E

Hikma Pharmaceuticals Plc

16 May 2013

 



Hikma Pharmaceuticals PLC

Results of 2013 Annual General Meeting

LONDON, 16 May 2013 - Hikma Pharmaceuticals PLC ("the Company") advises that at its Annual General Meeting of shareholders, held at The Westbury, Bond Street, Mayfair, London W1S 2YF that commenced at 11:00 am today, 16 May 2013, all resolutions were passed on a poll. Resolutions 1 to 16, 20 and 21 were passed as ordinary resolutions and Resolutions 17 to 19 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 16 May 2013 was 197,886,828

	Resolution	Votes  For	%	Votes Against	%	Votes Withheld
1	To receive the 2012 report and accounts	152,502,069	99.68%	491,618	0.32%	103,667
2	To declare a final dividend of 10 cents per share	153,092,859	100.00%	0	0.00%	4,495
3	Reappointment of Deloitte LLP as auditors	151,574,655	99.09%	1,389,041	0.91%	133,658
4	Authorise the directors to set the remuneration of the auditors	152,095,460	99.43%	868,236	0.57%	133,658
5	Reappointment of Samih Darwazah	150,329,864	98.38%	2,472,348	1.62%	295,142
6	Reappointment of Said Darwazah	152,430,942	99.76%	371,270	0.24%	295,142
7	Reappointment of Mazen Darwazah	148,055,378	96.89%	4,746,834	3.11%	295,142
8	Reappointment of Breffni Byrne	152,039,142	99.68%	493,070	0.32%	295,142
9	Reappointment of Sir David Rowe-Ham	152,287,697	99.66%	514,515	0.34%	295,142
10	Reappointment of Michael Ashton	152,327,197	99.69%	475,015	0.31%	295,142
11	Reappointment of Ali Al-Husry	151,811,434	99.35%	990,778	0.65%	295,142
12	Reappointment of Ronald Goode	152,349,142	99.70%	453,070	0.30%	295,142
13	Reappointment of Robert Pickering	147,267,668	99.69%	453,070	0.31%	5,376,616
14	Approve the 2013 remuneration policy	146,130,652	99.31%	1,017,508	0.69%	5,949,194
15	Approve the 2012 remuneration implementation	146,130,652	99.31%	1,017,508	0.69%	5,949,194
16	Authorise the directors to allot shares	121,831,792	82.92%	25,096,921	17.08%	6,168,641
17	Disapply pre-emption rights	147,702,491	99.80%	295,142	0.20%	5,099,721
18	Authorise the company to buy back shares	147,315,385	99.53%	696,000	0.47%	5,085,969
19	Authorise the company to call meetings on 14 days notice	137,330,961	92.78%	10,684,919	7.22%	5,081,474
20	Rule 9 waiver for  buy backs	115,354,213	78.71%	31,210,707	21.29%	6,532,434
21	Rule 9 waiver for LTIP & MIP awards	115,367,965	78.14%	32,279,627	21.86%	5,449,762

Waiver of Rule 9 of the City Code on Takeovers and Mergers

In relation to Resolutions 20 and 21, at today's date, the total number of ordinary shares held by the Concert Party, is 63,810,460 representing a combined shareholding of 32.25 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 10 April 2013, 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 64,522,267 Ordinary Shares, representing 32.50 per cent of the issued share capital of the Company (as enlarged by the existing LTIP and MIP 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 32.61 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 to 36.64 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 21).

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 36.12 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 10.0 cents per share will be paid on 23 May 2013 to shareholders on the register on 19 April 2013.  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 will be $1.5373 to £1. The exchange rate for Jordanian Dinar is fixed to the US Dollar at 1JD to $0.708.

- ENDS -

Enquiries:

Hikma Pharmaceuticals PLC
Peter Speirs Company Secretary	[phone]
Susan Ringdal VP for Investor Relations and Strategy	[phone]

About Hikma

Hikma Pharmaceuticals PLC is a fast growing pharmaceutical 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 primarily in the Middle East and North Africa ("MENA") region, where it is a market leader, the United States and Europe.  In 2012, Hikma achieved revenues of $1,108.7 million and profit attributable to shareholders of $100.3 million. 

 

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