Saturn Oil & Gas Inc. is pleased to announce additions to Saturn's board of directors (the "Board") and management team, the voting results of its Annual General and Special Meeting of shareholders (the "Meeting") held on June 28, 2023, and the grant of equity-based compensation.
Corporate Updates
Board Additions
Saturn is pleased to welcome two new directors to its board: S. Janet Yang and Andrew Claugus.
Ms. Yang is Research Director, Energy and Mining at GMT Capital Corp. Prior to joining GMT Capital Corp., from 2018 to 2023, Ms. Yang was the Executive Vice President and Chief Financial Officer of W&T Offshore, Inc., a Texas based oil & gas exploration and production company traded on the New York Stock Exchange. Ms. Yang has extensive experience in finance and capital raising, and holds an MBA from the Booth School of Business at the University of Chicago, and a BA in Economics from Rice University.
Mr. Claugus is an entrepreneur and independent businessman, with extensive experience in petroleum engineering. From 2014 to 2022, Mr. Claugus was the Engineering Manager for MECO IV, LLC, which, prior to its acquisition, was a private oil & gas exploration and production company based in Denver, Colorado.
Following the sale, Mr. Claugus founded WhiteFin Resources, a privately backed oil and gas company investing in non-operated interests in core areas of established basins. Mr. Claugus holds a Master of Engineering in Petroleum Engineering from Colorado School of Mines, and a BsC in Chemical Engineering, from Case Western Reserve University.
Management
In addition, Saturn is pleased to announce that Grant MacKenzie will be joining Saturn's executive management team as Chief Legal Officer.
Mr. MacKenzie joins us from Dentons Canada LLP, where he has been intimately involved with the Company during its transformational growth since 2021. Mr. MacKenzie was partner with Dentons and the Corporate co-lead of the Calgary office since 2018, and brings the experience of a 21 year legal career to the Company. Mr. MacKenzie has extensive experience dealing with public issuers, including with respect to capital markets, mergers and acquisitions, public offerings and stock exchange compliance advice and will be a valued addition to our management team.
AGM Results
In addition, Saturn is pleased to report that that all matters presented at the Meeting were approved. A total of 51,945,625 common shares representing 37.47% of the total 138,631,875 outstanding common shares ("Common Shares") of the Company were voted at the Meeting.
At the Meeting, the number of directors to be elected to the Board was fixed at eight (8), with 99.99% of votes in favour. All eight director nominees were elected, with the results of the election as follows:
All other matters considered at the Meeting were approved by the shareholders, including:
• The appointment of KPMG LLP as the auditor of the Company (99.99% of votes in favour)
• Approval of Saturn's new Long-Term Incentive Plan (96.85% of votes in favour)
• Approval of Saturn's Advance Notice By-Law (97.20% of votes in favour).
Equity Compensation Grants
In connection with approval of Saturn's new Long Term Incentive Plan, Saturn has granted 177,004 Restricted Share Units (the "RSUs") to certain executives, directors and new employees. The RSUs were granted at a price of $2.51 per RSU (equal to the issue price of our prior April 3 grants) and vest in equal tranches over three years. Upon vesting, each RSU may be settled in cash, common shares issued from treasury or purchased in the market at the discretion of the Board.
Saturn also granted 666,666 Performance Share Units ("PSUs") to certain senior executive officers. The PSUs vest one year from the date of grant, and at the discretion of the Board of Directors may be settled in cash, common shares issued from treasury or purchased in the market at a payout ratio of 50%-150% subject to the achievement of certain corporate performance objectives.