SEC Comment Letter for VAALCO ENERGY (EGY) — Dec 2, 2015
VAALCO ENERGY INC /DE/ (EGY) (CIK 0000894627)
Date: Dec. 2, 2015 · CIK: 0000894627 · Accession: 0000000000-15-056084
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-32167
Letter
December 1 , 2015 Via E-mail Eric J. Christ , Esq. General Counsel and Corporate Secretary VAALCO Energy, Inc. 9800 Richmond Avenue, Suite 700 Houston, Texas 77042
Re: VAALCO Energy, Inc. Revised Preliminary Proxy Statement on Schedule 14A Filed November 30, 2015 File No. 001-32167
Dear Mr. Christ :
We have reviewed your filing and have the following comments.
Cover Letter
1. We note the response to prior comment one. The first paragraph of the cover letter retains a reference to a takeover premium. Please revise.
Form of Consent Revocation Card
2. In the in structions to Proposal No. 2, sec urity holders are asked to write in the names of specific individuals that they want to be removed, and at the same time, write “revoke my consent to the removal of future directors ” if they don’t want future directors to be removed . This approach appears potentially confusing . Please revise.
3. We note disclosure stating that, unless otherwise indicated , the revocation card revok es all prior consents given with respect to the proposals . Please clarif y, if true, that only a vote “yes” or “abstain” will operate to revoke a prior consent. Please also modify the disclosure in the proxy s tatement to address this point.
Eric J. Christ, Esq. VAALCO Energy, I nc. December 1, 2015 Page 2 You may contact me at (202) 551-3503 if you have any questions regarding our comments .
Sincerely,
/s/ David L. Orlic
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December 1 , 2015 Via E-mail Eric J. Christ , Esq. General Counsel and Corporate Secretary VAALCO Energy, Inc. 9800 Richmond Avenue, Suite 700 Houston, Texas 77042 Re: VAALCO Energy, Inc. Revised Preliminary Proxy Statement on Schedule 14A Filed November 30, 2015 File No. 001-32167 Dear Mr. Christ : We have reviewed your filing and have the following comments. Cover Letter 1. We note the response to prior comment one. The first paragraph of the cover letter retains a reference to a takeover premium. Please revise. Form of Consent Revocation Card 2. In the in structions to Proposal No. 2, sec urity holders are asked to write in the names of specific individuals that they want to be removed, and at the same time, write “revoke my consent to the removal of future directors ” if they don’t want future directors to be removed . This approach appears potentially confusing . Please revise. 3. We note disclosure stating that, unless otherwise indicated , the revocation card revok es all prior consents given with respect to the proposals . Please clarif y, if true, that only a vote “yes” or “abstain” will operate to revoke a prior consent. Please also modify the disclosure in the proxy s tatement to address this point. Eric J. Christ, Esq. VAALCO Energy, I nc. December 1, 2015 Page 2 You may contact me at (202) 551-3503 if you have any questions regarding our comments . Sincerely, /s/ David L. Orlic David L. Orlic Special Counsel Office of Mergers and Acquisitions cc: Via E-mail Kai H. Liekefett , Esq. Vinson & Elkins LLP