TIDMTMIP TIDMTMI
RNS Number : 6334Y
Taylor Maritime Investments Limited
07 September 2022
7 September 2022
Taylor Maritime Investments Limited
Result of Annual General Meeting
The Board of Taylor Maritime Investments Limited ("TMI" or the
"Company"), the listed specialist dry bulk shipping company, is
pleased to announce that at the Annual General Meeting of the
Company held earlier today, all resolutions were passed on a poll.
The proxy votes received by the Company were as follows:
Resolution For Against Withheld*
Votes % Votes % Votes
------------ ------- ----------- ----- ----------
1. Financial Statements and
Directors' Report for the year
ended 31 March 2022 160,073,504 100.00 0 0.00 4,000
------------ ------- ----------- ----- ----------
2. Directors' Remuneration
Policy 159,089,949 99.72 439,943 0.28 547,612
------------ ------- ----------- ----- ----------
3. Directors' Remuneration
Report 159,078,151 99.38 999,153 0.62 200
------------ ------- ----------- ----- ----------
4. Election of Edward Buttery
as a Director 160,010,310 99.96 67,194 0.04 0
------------ ------- ----------- ----- ----------
5. Election of Christopher
Buttery as a Director 160,065,098 99.99 12,406 0.01 0
------------ ------- ----------- ----- ----------
6. Election of Trudi Clark
as a Director 158,788,497 99.19 1,289,007 0.81 0
------------ ------- ----------- ----- ----------
7. Election of Nicholas Lykiardopulo
as a Director 158,812,542 99.21 1,264,962 0.79 0
------------ ------- ----------- ----- ----------
8. Election of Sandra Platts
as a Director 158,780,126 99.19 1,297,378 0.81 0
------------ ------- ----------- ----- ----------
9. Election of Helen Tveitan
as a Director 158,812,542 99.21 1,264,962 0.79 0
------------ ------- ----------- ----- ----------
10. Re-appointment of PWC as
Auditor 146,120,757 91.28 13,956,747 8.72 0
------------ ------- ----------- ----- ----------
11. Authorise the Directors
to determine the remuneration
of the Auditor 160,072,656 100.00 4,848 0.00 0
------------ ------- ----------- ----- ----------
12. Approval of the dividend
policy 160,077,504 100.00 0 0.00 0
------------ ------- ----------- ----- ----------
13. Approval of amended and
restated Articles of Incorporation 160,062,170 100.00 7,534 0.00 7,800
------------ ------- ----------- ----- ----------
14. Authority to make market
purchases of the Company's
Shares 160,069,540 100.00 7,764 0.00 200
------------ ------- ----------- ----- ----------
15. Authority to issue up to
33 million Ordinary Shares 160,043,075 99.98 34,229 0.02 200
------------ ------- ----------- ----- ----------
*A vote withheld is not a vote in law and is therefore not
counted towards the proportion of votes "For" or "Against" the
resolution. Resolutions 1 to 12 were proposed as Ordinary
Resolutions, resolution 13 as a Special Resolution and resolutions
14 and 15 were proposed as Extraordinary Resolutions.
In accordance with LR 9.6.18, details of those resolutions
passed at the AGM that were not in the ordinary course of business
are detailed below.
13. THAT the articles of incorporation in the form produced to
the meeting and initialled by the Chair of the meeting for the
purposes of identification be and are hereby approved and adopted
as the articles of incorporation of the Company in substitution
for, and to the exclusion of, the existing articles of
incorporation of the Company.
14. THAT the Company be and is hereby generally and
unconditionally authorised in accordance with Section 315 of The
Companies (Guernsey) Law, 2008 (as amended) (the "Law") to make
market acquisitions (as defined in the Law) of its ordinary shares
of no par value in the capital of the Company ("Ordinary Shares"),
provided that:
a. the maximum aggregate number of Ordinary Shares hereby
authorised to be purchased is such number as represents 14.99% of
the Ordinary Shares in issue immediately following the passing of
this resolution;
b. the minimum price (exclusive of expenses) which may be paid
for an Ordinary Share is 1 US$ cent;
c. the maximum price (exclusive of expenses) which may be paid
for an Ordinary Share shall be not more than the higher of (i) 5%
above the average market value of an Ordinary Share for the five
business days prior to the day the purchase is made and (ii) the
value of an Ordinary Share calculated on the basis of the higher of
the price quoted for the last independent trade and the highest
independent bid for any number of the Ordinary Shares on the
trading venue where the purchase is carried out;
d. the authority hereby conferred shall expire at the conclusion
of the next annual general meeting of the Company held in 2023 or
15 months from the date of this resolution, whichever is the
earlier, unless such authority is varied, revoked or renewed prior
to such time; and
e. the Company may make a contract to purchase Ordinary 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 an acquisition of
Ordinary Shares pursuant to any such contract.
15. THAT the Directors of the Company be and are hereby
empowered to issue the following shares in the Company or rights to
subscribe for such shares in the Company for cash as if the
pre-emption provisions contained under Article 9 of the Company's
articles of incor-poration did not apply to any such issues
provided that this power shall be limited to the issue of the
below-mentioned shares or of rights to subscribe for the
below-mentioned shares:
(i) up to a maximum number of 33 million Ordinary Shares;
that such power shall expire on the earlier of the conclusion of
the next annual general meeting of the Company or on the expiry of
15 months from the passing of this Resolution except that the
Company may before such expiry make offers or agreements which
would or might require Ordinary Shares or rights to subscribe for
such shares in the Company to be issued after such expiry and
notwith-standing such expiry the Directors may issue Ordinary
Shares or rights to subscribe for such shares in the Company in
pursuance of such offers or agreements as if the power conferred
hereby had not expired .
S
For further information, please contact:
Taylor Maritime Investments Limited IR@tminvestments.com
Edward Buttery
Camilla Pierrepont
Jefferies International Limited
Stuart Klein
Gaudi Le Roux +44 20 7029 8000
Montfort Communications TMI@montfort.london
Alison Allfrey
George Morris Seers
Notes to editors
About the Company
Taylor Maritime Investments Limited is an internally managed
shipping company listed on the Premium Segment of the Official
List, its shares trading on the Main Market of the London Stock
Exchange since May 2021. The Company specializes in the acquisition
and chartering of vessels in the Handysize and Supramax bulk
carrier segments of the global shipping sector. The Company invests
in a diversified portfolio of vessels which are primarily
second-hand and which, historically, have demonstrated average
yields in excess of the Company's target dividend yield of 8% p.a.
(on the Initial Issue Price). The shares offer a compelling and
differentiated investment opportunity with the aim of delivering
strong cashflow, stable income and potential for capital
growth.
The Company invests in high quality, Japanese built vessels
which are primarily second-hand and acquired at valuations below
long-term average prices and depreciated replacement cost. The
current portfolio numbers 28 vessels. The Company has a leading
position in the Handysize shipping sector and, thanks to versatile
geared vessels delivering necessity goods, provides an attractive,
defensible yield underpinned by zero long-term structural gearing,
financial discipline and an optimal balance of charter rates and
durations. It has a selective growth strategy focusing on accretive
opportunities to increase shareholder returns and recycle capital
efficiently.
The Company has announced an increased interim dividend of 2
cents per Ordinary Share paid on a quarterly basis, with a targeted
total NAV return of 10-12% per annum (net of expenses and fees but
excluding any tax payable by Shareholders) over the medium to
long-term. The Board approved a special dividend of 3.22 cents per
share in respect of the period to 31 March 2022 paid on 10 June
2022, which brought total dividends declared for the period from
IPO to 31 March 2022 to 8.47 US cents per share, representing a
dividend yield on the IPO price of approximately 10% on an
annualised basis. This reflected excess cash generation in what
continues to be a historically strong market and a desire to return
capital to shareholders in a timely manner.
Sustainability is at the heart of the way in which the Company
is managed and it is committed to achieving a long-term target of
zero carbon emissions by 2050. Substantial technological advances
are a key element of this for the broader shipping industry, with
near term incremental progress effected by initiatives such as
retrofitting the fleet with energy saving devices, using low
sulphur fuels and trialling biofuels.
The Company has the benefit of an experienced Executive Team led
by Edward Buttery. The Executive Team work closely together at the
Commercial Manager, Taylor Maritime. Established in 2014, Taylor
Maritime is a privately owned ship-owning and management business
with a seasoned team that includes the founders of dry bulk
shipping company Pacific Basin Shipping (listed in Hong Kong
2343.HK) and gas shipping company BW Epic Kosan (formerly Epic
Shipping) (listed in Oslo BWEK:NO). Taylor Maritime's team of
experienced industry professionals are based in Hong Kong,
Singapore and London.
For more information, please visit
www.taylormaritimeinvestments.com .
About Geared vessels
Geared vessels are characterised by their own loading and
unloading equipment. The Handysize market segment is particularly
attractive, given the flexibility, versatility and port
accessibility of these vessels which carry necessity goods -
principally foodstuffs and products related to infrastructure
building - ensuring broad diversification of fleet activity and
stability of earnings.
IMPORTANT NOTICE
The information in this announcement may include forward-looking
statements, which are based on the current expectations and
projections about future events and in certain cases can be
identified by the use of terms such as "may", "will", "should",
"expect", "anticipate", "project", "estimate", "intend",
"continue", "target", "believe" (or the negatives thereon) or other
variations thereon or comparable terminology. These forward-looking
statements are subject to risks, uncertainties and assumptions
about the Company, including, among other things, the development
of its business, trends in its operating industry, and future
capital expenditures and acquisitions. In light of these risks,
uncertainties and assumptions, the events in the forward-looking
statements may not occur.
References to target dividend yields and returns are targets
only and not profit forecasts and there can be no assurance that
these will be achieved.
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END
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