Result of AGM

RNS Number : 6022D

Hikma Pharmaceuticals Plc

17 May 2012

 



Hikma Pharmaceuticals PLC

Results of 2012 Annual General Meeting

LONDON, 17 May 2012 - 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, 17 May 2012, all resolutions were passed on a poll. Resolutions 1 to 15, 19 and 20 were passed as ordinary resolutions and Resolutions 16 to 18 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 17 May 2012 was 196,817,207

	Resolution	Votes  For	%	Votes Against	%
1	To receive the 2011 report and accounts	155,153,427	99.93%	113,335	0.07%
2	To declare a final dividend of 7.5 cents per share	155,624,737	100.00%	3,000	0.00%
3	Reappointment of Deloitte LLP as auditors	153,147,015	98.43%	2,438,663	1.57%
4	Authorise the directors to set the remuneration of the auditors	153,320,994	98.74%	1,957,215	1.26%
5	Appointment of Robert Pickering	149,388,013	99.26%	1,120,992	0.74%
6	Reappointment of Samih Darwazah	154,659,516	99.40%	930,962	0.60%
7	Reappointment of Said Darwazah	155,426,814	99.89%	163,665	0.11%
8	Reappointment of Mazen Darwazah	153,007,689	98.39%	2,507,390	1.61%
9	Reappointment of Breffni Byrne	154,991,703	99.74%	397,201	0.26%
10	Reappointment of Sir David Rowe-Ham	155,404,666	99.88%	185,813	0.12%
11	Reappointment of Michael Ashton	155,101,725	99.69%	488,754	0.31%
12	Reappointment of Ali Al-Husry	155,064,379	99.66%	526,100	0.34%
13	Reappointment of Ronald Goode	155,402,166	99.88%	188,313	0.12%
14	To receive and approve the Remuneration Report	143,323,526	96.09%	5,828,053	3.91%
15	Authorise the directors to allot shares	133,975,529	89.20%	16,214,591	10.80%
16	Disapply pre-emption rights	150,497,613	100.00%	4,777	0.00%
17	Authorise the company to buy back shares	150,349,473	99.90%	152,917	0.10%
18	Authorise the company to call meetings on 14 days notice	140,844,552	93.58%	9,662,638	6.42%
19	Rule 9 waiver for  buy backs	115,603,336	77.34%	33,870,514	22.66%
20	Rule 9 waiver for LTIP & MIP awards	115,568,727	77.32%	33,905,073	22.68%

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

In relation to Resolutions 19 and 20, at today's date, the total number of ordinary shares held by the Concert Party, is 64,790,718 representing a combined shareholding of 32.92 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 13 April 2012, 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 65,341,235 Ordinary Shares, representing 33.11 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 33.04 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 20).

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 36.71 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 7.5 cents per share will be paid on 24 May 2012 to shareholders on the register on 20 April 2012.  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 $1.6085 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 multinational 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 principally in the Middle East and North Africa ("MENA") region, where it is a market leader, the United States and Europe. In 2011, Hikma achieved revenue of $918.0 million and profit attributable to shareholders of $80.1 million.

 

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