Response to Ithmar Capital Partners
Gulf Marine Services PLC
('Gulf Marine Services', 'GMS', the 'Company' or the 'Group')
Response to Ithmar Capital Partners Request for General Meeting
Gulf Marine Services (LSE: GMS), the leading provider of advanced self-propelled self-elevating support vessels (SESVs) serving the offshore oil, gas and renewable energy sectors, provides the following update.
On 18 February 2019 the Company received a letter from Ithmar Capital Partners Limited, accompanied by various letters from other shareholders demonstrating that they hold, together, over 5 per cent of the Company's issued share capital, and are seeking to requisition a general meeting of the Company's shareholders pursuant to section 303 of the Companies Act 2006, proposing a resolution to appoint Faisal Bin Juma Belhoul to the Board of Directors as a new director of the Company (the "Resolution") and requesting that the Resolution be considered by shareholders at the general meeting to be convened by the Company as requested by Seafox International Limited (the "Requisitioned General Meeting").
In order to enable shareholders to determine this matter expeditiously, and to avoid the increased disruption and expense of holding multiple general meetings of the Company, the Board of Directors has included the proposed resolution for consideration by shareholders at the Requisitioned General Meeting.
The views of the Board on the proposed resolution will be set out in the Circular and Notice of the Requisitioned General Meeting to be posted to shareholders shortly.
The Board of Directors commented:
"The Company has sought to maintain a constructive dialogue with all of its shareholders and has recently announced a number of changes to the Board to ensure that it has the appropriate balance of skills, experience, independence and knowledge to promote the success of the Company. The Board will continue to engage with all shareholders in order to consider further potential non-executive director appointments whilst always having regard to ensuring that the Board remains at all times compliant with the UK Corporate Governance Code. The UK Corporate Governance Code requires listed companies to have a formal, rigorous and transparent procedure for the appointment of new directors and the search for board candidates should be conducted, and appointments made, on merit against objective criteria. In addition, it provides that boards of directors of listed companies should have the appropriate balance of skills, experience, independence and knowledge to enable them to discharge their duties and responsibilities as directors effectively."
- Ends -
This announcement contains inside information and is provided in accordance with the requirements of Article 17 of the EU Market Abuse Regulation.
John Brown
Company Secretary (responsible for arranging the release of this announcement)
Gulf Marine Services PLC
21 February 2019
Enquiries
For further information please contact:
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Gulf Marine Services PLC Duncan Anderson John Brown Tel: +971 (2) 5028888 Anne Toomey Tel: +44 (0) 1296 622736 |
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Brunswick Patrick Handley - UK Will Medvei - UK Tel: +44 (0) 20 7404 5959 Jade Mamarbachi - UAE Tel: +971 (0) 50 600 3829
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Notes to Editors:
Gulf Marine Services PLC, a company listed on the London Stock Exchange, was founded in Abu Dhabi in 1977 and has become the world's leading provider of advanced self-propelled self-elevating support vessels (SESVs). The fleet serves the oil, gas and renewable energy industries from its offices in the United Arab Emirates, Saudi Arabia and the United Kingdom. The Group's assets are capable of serving clients' requirements across the globe, including those in the Middle East, South East Asia, West Africa and Europe.
The GMS core fleet of 13 SESVs is amongst the youngest in the industry, with an average age of eight years. The vessels support GMS' clients in a broad range of offshore oil and gas platform refurbishment and maintenance activities, well intervention work and offshore wind turbine maintenance work (which are opex-led activities), as well as offshore oil and gas platform installation and decommissioning and offshore wind turbine installation (which are capex-led activities).
The SESVs are categorised by size - Small, Mid-Size and Large Class - with these capable of operating in water depths of 45m to 80m depending on leg length. The vessels are four-legged and are self-propelled, which means they do not require tugs or similar support vessels for moves between locations in the field; this makes them significantly more cost-effective and time-efficient than conventional offshore support vessels without self-propulsion. They have a large deck space, crane capacity and accommodation facilities (for up to 300 people) that can be adapted to the requirements of the Group's clients. In addition, an innovative well workover cantilever system commissioned on a Large Class SESV in 2017 allows GMS to increase the well intervention activities carried out from the vessel and to supplant higher cost non-propelled drilling rigs.
Gulf Marine Services PLC's Legal Entity Identifier is 213800IGS2QE89SAJF77
www.gmsuae.com
Disclaimer
The content of the Gulf Marine Services PLC website should not be considered to form a part of or be incorporated into this announcement.
Cautionary Statement
This announcement includes statements that are forward-looking in nature. All statements other than statements of historical fact are capable of interpretation as forward-looking statements. These statements may generally, but not always, be identified by the use of words such as 'will', 'should', 'could', 'estimate', 'goals', 'outlook', 'probably', 'project', 'risks', 'schedule', 'seek', 'target', 'expects', 'is expected to', 'aims', 'may', 'objective', 'is likely to', 'intends', 'believes', 'anticipates', 'plans', 'we see' or similar expressions. By their nature these forward-looking statements involve numerous assumptions, risks and uncertainties, both general and specific, as they relate to events and depend on circumstances that might occur in the future.
Accordingly, the actual results, operations, performance or achievements of the Company and its subsidiaries may be materially different from any future results, operations, performance or achievements expressed or implied by such forward-looking statements, due to known and unknown risks, uncertainties and other factors. Neither Gulf Marine Services PLC nor any of its subsidiaries undertake any obligation to publicly update or revise any forward-looking statement as a result of new information, future events or other information. No part of this announcement constitutes, or shall be taken to constitute, an invitation or inducement to invest the Company or any other entity, and must not be relied upon in any way in connection with any investment decision. All written and oral forward-looking statements attributable to the Company or to persons acting on the Company's behalf are expressly qualified in their entirety by the cautionary statements referred to above.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
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