Baytex Energy Corp. (BTE) Earnings Call Transcript & Summary

May 9, 2024

Toronto Stock Exchange CA Energy Oil, Gas and Consumable Fuels shareholder_meeting 7 min

Earnings Call Speaker Segments

Operator

operator
#1

Hello, and welcome to the 2024 Annual Special Meeting of Shareholders of Baytex Energy Corporation. Please note that this meeting is being recorded. Registered shareholders and proxy holders may submit questions via the message tab at the top left of your screen by typing in your message, then clicking the send icon to the right of the message box. It is my pleasure to introduce the Chief Legal Officer of Baytex, Mr. James Maclean. Mr. Maclean, the floor is yours.

James Maclean

executive
#2

Thank you, Cameron. Thank you for joining us today, everyone. Cameron did just cover a quick overview of the Lumi virtual meeting platform. However, just to remind you, on your screen, there are icons that you may click at the top of the screen to access different parts of the platform. For example, to ask a question, click the comment bubble icon. The voting icon will only be displayed once the polls are open. Note that if you are attending the meeting as a guest, you will not have the ability to ask questions or vote. Thank you, and I will now turn it over to the Chair of our Board, Mr. Mark Bly.

Mark Bly

executive
#3

Thank you, James, and good afternoon, everyone. Welcome to the Annual Meeting of Shareholders of Baytex Energy. The meeting will now come to order. I am Mark Bly, the Chair of the Board of Directors of Baytex and I will act as Chair of this meeting. As we are holding this meeting virtually, registered shareholders and duly appointed proxy holders are able to vote and to submit questions and comments. If you have a question or comment, please submit it to the Lumi platform now, and we will answer it at the appropriate time. I shall ask James Maclean to act as the Secretary of the meeting; and Jacquie Fischer, representative of Odyssey Trust Company to act as scrutineer. I have received an affidavit from Odyssey Trust Company that the notice of the meeting, the information circular and forms of proxy have been mailed to shareholders of Baytex in the proper manner. I direct that the affidavit, together with copies of the documents mailed to the shareholders should be kept by the secretary with minutes of this meeting. With the consent of the meeting, the reading of the notice of meeting will be dispensed with. Business may be transacted at this meeting if 2 or more persons are present, holding or representing by proxy not less than 25% of the shares entitled to vote at the meeting. The scrutineer's report has now been received, and it shows that there is a quorum of shareholders present at the meeting. I direct that the scrutineers' report on all matters be annexed to the minutes of this meeting as a schedule. I now declare that the meeting is regularly called and properly constituted for the transaction of business. We will conduct each vote by way of vote cast on the Lumi platform and those submitted by proxy. I understand that the scrutineers have tabulated all the votes received prior to the voting cutoff. If you have previously voted, you do not need to vote again. By voting again, you will revoke any previous vote made prior to the voting cutoff. We will now open the voting for all of the resolutions. Voting results may be obtained from the Secretary after the meeting. I would first like to present the financial statements for the year ended December 31, 2023. These are located on the Lumi dashboard page and are available electronically on Baytex' website. The next item of business is the election of directors. In accordance with Baytex' Advance Notice bylaw, the individuals nominated for election as directors at this meeting are the persons named as nominees in Baytex' information circular and proxy statement dated March 25, 2024. They are Mark Bly, TJ Cepak, Trudy Curran, Eric Greager, Don Hrap, Angela Lekatsas, Jennifer Maki, David Pearce, Steve Reynish and Jeffrey Wojahn. I would just remind everyone that voting for all of the resolutions is open. The next item of business is the appointment of auditors.

Chad Kalmakoff

executive
#4

I, Chad Kalmakoff, move that KPMG LLP be appointed auditors of Baytex until the next annual meeting or until their successor is appointed and that their remuneration, as such, be fixed by the Board of Directors.

James Maclean

executive
#5

I, James Maclean, second the motion.

Mark Bly

executive
#6

Thank you. The next item of business is the advisory vote on executive compensation.

Chad Kalmakoff

executive
#7

I, Chad Kalmakoff, move that the nonbinding advisory resolution concerning Baytex' approach to executive compensation as set forth in Baytex' information circular and proxy statement dated March 25, 2024, be approved.

James Maclean

executive
#8

I, James Maclean, second the motion.

Mark Bly

executive
#9

Have any comments or questions been submitted by a registered shareholder or proxy holder?

James Maclean

executive
#10

No questions have been submitted at this time.

Mark Bly

executive
#11

Thank you. As voting has been enabled for all previous motions, if a shareholder has not voted yet, please do so. We will close the voting shortly. [Voting]

Mark Bly

executive
#12

Voting is now closed. I have been advised by the scrutineers that all resolutions have been approved by more than the requisite majority and that those nominated have been duly elected as the directors of Baytex. I declare the motions carried and the nominees for the Board of Directors elected. Detailed voting results will be press released within 48 hours. I would now entertain a motion that the meeting be terminated.

Chad Kalmakoff

executive
#13

I, Chad Kalmakoff, move that this meeting be terminated.

James Maclean

executive
#14

I, James Maclean, second the motion.

Mark Bly

executive
#15

I declare this meeting terminated, and thank you for attending this year's shareholder meeting.

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