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Form 6-K PENN WEST PETROLEUM LTD. For: May 13

May 14, 2015 6:03 AM EDT

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2015

Commission File Number 1-32895

 

 

Penn West Petroleum Ltd.

(Translation of registrant’s name into English)

 

 

Suite 200, 207 – 9th Avenue SW

Calgary, Alberta, Canada T2P 1K3

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F  ¨                Form 40-F  þ

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)  ¨

 

 

 


DOCUMENTS FILED AS PART OF THIS FORM 6-K

See the Exhibit Index hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on May 14, 2015.

 

PENN WEST PETROLEUM LTD.
By: /s/ Mark Hawkins
Name: Mark Hawkins
Title: Corporate Secretary

 

2


EXHIBIT INDEX

 

Exhibit

  

Description

99.1    News Release, dated May 13, 2015
99.2    Report of Voting Results from Annual General Meeting of Shareholders

Exhibit 99.1

 

 

LOGO

PENN WEST ANNOUNCES VOTING RESULTS FROM THE

2015 ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

FOR IMMEDIATE RELEASE, May 13, 2015

PENN WEST PETROLEUM LTD. (TSX – PWT; NYSE – PWE) (or the “Company”) is pleased to announce that at its annual and special meeting of shareholders held on May 13, 2015, Penn West’s shareholders approved all resolutions outlined in the Notice of 2015 Annual and Special Meeting and Management Proxy Circular dated April 1, 2015 (the “Information Circular”), which is available on SEDAR at www.sedar.com, on EDGAR at www.sec.gov, and on Penn West’s website at www.pennwest.com.

 

  1.

Appointment of Auditor

By resolution passed by show of hands, Ernst & Young LLP, Chartered Accountants, was appointed as auditor of Penn West for the ensuing year.

 

  2.

Election of Directors

By resolutions passed by ballot vote, the following eight nominees proposed by management were elected as directors of the Company to hold office until the next annual meeting of Shareholders or until their successors are elected or appointed:

 

Name of Nominee

   Votes For      Percent     Votes Withheld      Percent  

George H. Brookman

     168,042,726         94.73     9,351,291         5.27

John Brydson

     170,783,587         96.27     6,610,430         3.73

Raymond D. Crossley

     169,247,369         95.41     8,146,648         4.59

Gillian H. Denham

     144,887,051         81.68     32,506,966         18.32

William A. Friley

     145,652,812         82.11     31,741,205         17.89

Richard L. George

     167,111,824         94.20     10,282,193         5.80

David E. Roberts

     147,255,601         83.01     30,138,416         16.99

Jay W. Thornton

     163,480,126         92.16     13,913,891         7.84

 

  3.

Special Resolution for a Reduction in the Stated Capital of Penn West

By resolution passed by ballot vote, a special resolution was passed to approve the reduction in the stated capital as outlined in the Information Circular. The results of the ballot were as follows:

 

Votes For

  

Percent

 

Votes Withheld

  

Percent

270,709,112

   94.87%   14,638,387    5.13%


  4.

Non-Binding Advisory Vote on the Corporation’s Approach to Executive Compensation

By resolution passed by ballot vote, an advisory resolution was passed to approve the Company’s approach to executive compensation as outlined in the Information Circular. The results of the ballot were as follows:

 

Votes For

  

Percent

 

Votes Withheld

  

Percent

130,788,982

   73.73%   46,609,246    26.27%

Penn West is one of the largest conventional oil and natural gas producers in Canada. Our goal is to be the company that redefines oil & gas excellence in western Canada. Based in Calgary, Alberta, Penn West operates a significant portfolio of opportunities with a dominant position in light oil in Canada on a land base encompassing approximately 4.5 million acres.

Penn West shares are listed on the Toronto Stock Exchange under the symbol PWT and on the New York Stock Exchange under the symbol PWE.

For further information, please contact:

 

PENN WEST

Penn West Plaza

Suite 200, 207 – 9th Avenue SW

Calgary, Alberta T2P 1K3

  

Investor Relations:

Toll Free: 1-888-770-2633

E-mail: [email protected]

Phone: 403-777-2500

Fax: 403-777-2699

Toll Free: 1-866-693-2707

Website: www.pennwest.com

  

Clayton Paradis, Manager, Investor Relations

Phone: 403-539-6343

E-mail: [email protected]

Exhibit 99.2

 

LOGO

Penn West Petroleum Ltd.

Annual and Special Meeting of Shareholders

May 13, 2015

REPORT OF VOTING RESULTS

The following matters were voted upon at the Annual and Special Meeting of shareholders (“Shareholders”) of Penn West Petroleum Ltd. (the “Corporation”) held on May 13, 2015 in Calgary, Alberta. Each matter voted upon is described in greater detail in the Notice of 2015 and Special Meeting and Management Proxy Circular dated April 1, 2015 (the “Information Circular”), which is available on SEDAR at www.sedar.com, on EDGAR at www.sec.gov, and on Penn West’s website at www.pennwest.com.

 

1. Appointment of Auditor

By resolution passed by show of hands, Ernst & Young LLP, Chartered Accountants, was appointed as auditor of Penn West for the ensuing year.

 

2. Election of Directors

By resolutions passed by ballot vote, the following eight nominees proposed by management were elected as directors of the Corporation to hold office until the next annual meeting of Shareholders or until their successors are elected or appointed:

 

Name of Nominee

   Votes For      Percent     Votes Withheld      Percent  

George H. Brookman

     168,042,726         94.73     9,351,291         5.27

John Brydson

     170,783,587         96.27     6,610,430         3.73

Raymond D. Crossley

     169,247,369         95.41     8,146,648         4.59

Gillian H. Denham

     144,887,051         81.68     32,506,966         18.32

William A. Friley

     145,652,812         82.11     31,741,205         17.89

Richard L. George

     167,111,824         94.20     10,282,193         5.80

David E. Roberts

     147,255,601         83.01     30,138,416         16.99

Jay W. Thornton

     163,480,126         92.16     13,913,891         7.84

 

3. Special Resolution for a Reduction in the Stated Capital of Penn West

By resolution passed by ballot vote, a special resolution was passed to approve the reduction in the stated capital as outlined in the Information Circular. The results of the ballot were as follows:

 

Votes For

   Percent         Votes Withheld    Percent

270,709,112

   94.87%       14,638,387    5.13%


4. Non-Binding Advisory Vote on the Corporation’s Approach to Executive Compensation

By resolution passed by ballot vote, an advisory resolution was passed to approve the Corporation’s approach to executive compensation as outlined in the Information Circular. The results of the ballot were as follows:

 

Votes For

  

Votes Against

Number

   Percent         Number    Percent

130,788,982

   73.73%       46,609,246    26.27%


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