The 'HESS' brand is firmly established in the company's marketing and refining operations, readily recognized by customers and in the communities where the company operates, and increasingly identified with its global exploration and production activities. "We believe that changing our corporate name to the name under which we do business will promote simplicity and standardization of our brand," said John B. Hess, Chairman and Chief Executive Officer.
The primary purpose of increasing the authorized common shares is to provide the Board of Directors with sufficient flexibility to effect a stock split in the form of a stock dividend, while maintaining sufficient authorized but unissued shares for other corporate purposes. The Board of Directors intends to declare a stock dividend to effect a three-for-one (3:1) stock split immediately following the annual meeting of stockholders scheduled on May 3, 2006.
Other matters to be acted upon at the annual stockholders meeting are the election of four directors, the ratification of the selection of independent auditors for 2006 and a proposal to approve a compensation plan to limit certain compensation of designated senior officers of the company in order to comply with Section 12(m) of the Internal Revenue Code.
Security holders are cautioned to carefully read the company's definitive proxy statement, which the company will file with the SEC once the SEC review process is completed, before making a decision concerning the proposals. Investors will be able to obtain the definitive proxy statement free of charge at the SEC's website and at Amerada Hess' website.
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