Contract analysis

1. Contact Information. The draft contains placeholder fields for the media relations and investor relations contacts. We respectfully request that the AGMG Communications Department and Investor Relations team supply the appropriate names, titles, direct telephone numbers, and email addresses at their earliest convenience so that these may be inserted prior to final Board approval.

2. Outside Counsel SEC Disclosure Review. We recommend that the final draft of this release be reviewed by Martin Cho at Ashworth Velmoran LLP, in his capacity as the Company's standing outside counsel for SEC disclosure compliance, prior to issuance. In particular, we would ask Martin's team to confirm the adequacy of the forward-looking statements disclaimer and to review the release for consistency with the Compan

3. Timing of Release. We recommend that the Board approve the release at the earliest practicable time, and ideally before the opening of trading on Monday, June 10, 2024, the first trading day following the Friday, June 7 AGM. Prompt issuance is advisable to satisfy the Company's disclosure obligations under the SEC's Form 8-K reporting requirements (Item 5.07 — Submission of Matters to a Vote of Security Holders) a

4. Tone and Framing. The tone of the release is deliberately constructive and forward-looking, consistent with the Board's fiduciary obligations to treat the election results with appropriate respect for the shareholder franchise. The language acknowledges the mandate expressed by shareholders, welcomes the incoming directors, and thanks the departing directors for their service. This approach is consistent with mark

5. Matters Intentionally Omitted. The release intentionally does not reference the following subjects, and we recommend that no reference to any of these matters be added: (a) The CEO succession process, including any discussions regarding the permanent appointment of a Chief Executive Officer or the status of the Board's search; (b) The Corvus Peak Capital Partners LP activist campaign, including any prior correspon

6. Plurality Voting Standard. The release references the plurality voting standard applicable to contested elections under the Company's Amended and Restated Bylaws (effective March 22, 2022). We would ask Nadine to confirm the specific section reference (we believe this is Section 2.10, but the internal citation should be verified against the executed copy of the Bylaws on file with the Company's records) for our fi

7. Form 8-K Filing. As noted above, the results of the Annual General Meeting should be reported on Form 8-K under Item 5.07 (Submission of Matters to a Vote of Security Holders). We will prepare a draft Form 8-K for your review concurrently with the finalization of this press release. The Form 8-K should be filed within four business days of the AGM (i.e., no later than June 13, 2024), but we recommend filing prompt

8. FCA/DTR Notification. Given the Company's premium listing on the London Stock Exchange, we recommend coordinating with the Company's UK counsel and corporate brokers to ensure that appropriate notifications are made under the Disclosure Guidance and Transparency Rules, including under DTR 6.1 (information requirements for issuers whose shares are admitted to trading on a regulated market). The press release should