Africa Oil Corp.: Proposed Amendments to Stock Option Plan
VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 05/28/14 -- Africa
Oil Corp. ("Africa Oil" or the "Company") (TSX: AOI)(OMX: AOI)
advises that it has had discussions with ISS Proxy Advisory Services
Inc. ("ISS") concerning the proposed amendments to the Company's
stock option plan (the "Plan") which will be considered and voted on
by the Company's shareholders at the 2014 Annual General Meeting of
Shareholders (the "Meeting"), scheduled for Tuesday, June 3, 2014.
ISS has confirmed that certain of the proposed amendments do not
comply with ISS Policy and that, accordingly, it was ISS'
recommendation that shareholders vote against the proposed amendments
at the Meeting.
In light of those discussions, the Company further advises that, if
the amendments are approved by shareholders at the Meeting, it will
subsequently propose further amendments to the Plan, as amended, for
consideration by the shareholders at the next opportunity and, in any
event, by not later than the 2015 annual general meeting. In the
interim, the Company agrees that it will not take any action in
reliance on the approved amendments provisions that are contrary to
In particular, if the current amendments are approved at the Meeting,
in due course the Company will propose that the following provisions
be deleted from the amendment and termination provisions (Article 7)
of the Plan, as amended (the "Subsequent Amendments"):
-- Section 7.1 (c), which permits amendments to vesting provisions of
-- Section 7.1(d), which permits the expiration date of non-insider Options
to be extended beyond the original expiry date
-- Section 7.1(g), which permits a reduction in the exercise price, or the
cancellation and reissuance, of non-insider options
In addition, the Plan would be amended to provide that further
amendments allowing for options to be transferable or assignable,
other than for normal estate settlement purposes, would not be made
without shareholder approval.
Until such time as these Subsequent Amendments have been approved,
the Company will not take any action in reliance on these provisions.
Africa Oil Corp. is a Canadian oil and gas company with assets in
Kenya and Ethiopia as well as Puntland (Somalia) through its 45%
equity interest in Horn Petroleum Corporation. Africa Oil's East
African holdings are within a world-class exploration play fairway
with a total gross land package in this prolific region in excess of
215,000 square kilometres. The East African Rift Basin system is one
of the last of the great rift basins to be explored. Seven new
significant discoveries have been announced in the Northern Kenyan
basin in which the Company holds a 50% interest along with operator
Tullow Oil plc. The Company is listed on the TSX and on First North
at NASDAQ OMX-Stockholm under the symbol "AOI".
ON BEHALF OF THE BOARD
Keith C. Hill, President and CEO
Africa Oil's Certified Advisor on NASDAQ OMX First North is Pareto
Africa Oil Corp.
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