Publication of circular and notice of meeting – Spirit Energy
Following the announcement made on December 8, 2021, Centrica plc (“Centric“) today issued a circular (the “Circular“) in connection with the proposed sale of the group Spirit Energy Limited (“Spiritual Energy Group“) Norwegian oil and gas exploration and production activities, excluding the Statfjord field, to Sval Energy AS and Spirit Energy Group’s interests in the Statfjord field to subsidiaries of Equinor ASA and the related amendments to Centrica’s share ownership agreements regarding Spirit Energy Limited with its joint venture venture partners (the “Transaction“), having received the approval of the Financial Conduct Authority. The Circular will shortly be sent to Centrica Shareholders (other than those who have opted for electronic notification).
The transaction is conditional upon, among other things, Centrica shareholder approval. Accordingly, the Circular contains notice convening a general meeting of the Company to be held at the Heathrow/Windsor Marriott Hotel, Ditton Road, Langley, Slough, SL3 8PT at 9.00 a.m. on January 13, 2022 (the “General assembly“) at which an ordinary resolution (the “Resolution“) will be proposed to the Centrica Shareholders to approve the Transaction (the “Notice of General Meeting“).
The Board considers that the Transaction (and the Resolution necessary to implement the Transaction) is in the best interests of Centrica and its Shareholders as a whole and unanimously recommends that Shareholders vote in favor of the Resolution.
As of the date of this announcement, public health guidance and legislation issued by the UK government relating to the COVID-19 pandemic would allow public gatherings and travel to the General Assembly. Although it is currently possible to attend the General Meeting in person, in order to minimize public health risks associated with public gatherings and travel due to the COVID-19 pandemic, no refreshments will be served and directors will not be available to meet with shareholders. , before or after the General Meeting. Shareholders are strongly encouraged to designate the chairman of the General Meeting as their proxy and to give their instructions on how they wish the chairman of the General Meeting to vote on the Resolution on their behalf. Shareholders and their duly authorized representatives and/or proxies can also participate remotely via a live webcast accessible by connecting to web.lumiagm.com. The Virtual Meeting Guide, which is available on the Centrica website at https://www.centrica.com/GMJ22contains further information on the electronic elements of the general meeting, includes instructions on how to join the meeting and submit votes on the day, as well as relevant contact details if you encounter any problems.
Centrica will continue to monitor the evolving impact of COVID-19, including any changes to applicable law or UK government guidance. Should it become necessary or appropriate to revise the current General Meeting arrangements, Centrica will notify Shareholders via its website and (if applicable) via a Regulatory Information Service. Shareholders are therefore encouraged to review Centrica’s website and the latest UK government guidance before finalizing their travel arrangements to attend the Shareholders’ Meeting in person.
The Circular and the Notice of General Meeting have been submitted to the National Storage Mechanism of the Financial Conduct Authority (the “NSM“) and will be available for inspection on the NSM website at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The Circular and Notice of General Meeting may also be viewed on Centrica’s website at https://www.centrica.com/GMJ22.