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Exclusive: Central rivals dig in

NEW Directions Team spokesman Bob Dean has congratulated shareholders in last week’s scheme meeting for defeating Macquarie Group’s $78 million bid for the company but rejected claims that the 67% voted in favour supported the incumbent board.

Exclusive: Central rivals dig in

Dean, who says he is not seeking a board position, said the shareholders that stopped Macquarie getting the 75% threshold needed could "stand tall and proud" for the position they had taken.
 
"It is not very often that Macquarie Bank is sent packing, but that is what you did," he said in an open letter.
 
"I do not accept that the 67% voted in favour of the [scheme of arrangement] accurately reflects support for the board of directors, in my opinion, while the shareholders have stood firm, it was the day traders and ‘make a quick profit brigade' that sold out or tried to get the best return they could by voting for the SOA."
 
He said it was time to try to repair fractured shareholders loyalties, and for "all parties to demonstrate maturity in any decision or process and place the welfare of shareholders at the forefront of their minds", because the company was still under threat from Macquarie.
 
But he is unlikely to find any support from OptionCo, a group that has used its holding, around 5%, to call for a board spill meeting for July 19.
 
OptionCo spokesman Stuart Howes told Energy News that his group continued to have serious concerns about the incumbent board "especially in light of any future lowball offers", and would question their trustworthiness to run the company.
 
He also rejected claims from the rival NDT faction that OptionCo lacked the skills to run the company.
 
"Firstly, let's be clear that John Heugh's New Direction Team is just that, a new way for John Heugh to try to reclaim control of the company," he told Energy News.
 
"Our proposed chairman, Colin Goodall, is very experienced in the oil and gas sector, and has more than proven he is capable of running the company, if you only look at his experience in taking Dana Petroleum from a £200 million ($A340 million) company in 2002 to being bought out by Korea National Oil Company for £1.7 billion in 2010 under his leadership."
 
He said that if Heugh, Central's ousted founder "was to ever return to the board of Central Petroleum, as astute investors we would have to consider our investments in light of the likely value destruction caused via significant dilution".
 
NDT told Energy News recently that Heugh's role as a proposed director was largely advisory, to provide continuity and he had no intention or ability to wield control again, because the company was no longer at the stage it was when he left.
 
Dean agrees with Howes that the current board needs to be replaced, because not only did it support the Macquarie scheme, but it spent $2 million pursuing it. 
 
Dean said the east coast gas crisis looming the next six months would be critical for the company, and that the board and managing director Richard Cottee should both move on and clear the decks for New Direction Team.
 
The team claims to have a memorandum of understanding for up to $100 million in funding set to flow "in the event of certain mandatory requirements occurring including due diligence on all relevant data available to [Central]".
 
Dean urged OptionCo to withdraw its S249D notice, believing that shareholders will not remove the current board and replace them with a group that has "a limited plan of action, no apparent funding available and a limited pool of skills and experience to lead the company into the future".
 
But he said if other prominent shareholders have access to substantial sources for funds they should also place them on the table for shareholders to consider.
 
Dean said delays in installing the NDT proposed directors could delay the conditional funding, and threaten Central's ability to capitalise on the demand in the east.
 
OptionCo, which has not made any commitments on financing, questioned the terms of NDT's financing approach, particularly the significant dilution incurred by shareholders when Heugh previously led the company
 
"Our view is that MOUs are often very non-committal, and we would question the level of dilution. While we remain positive on the future potential of the company, we are also realistic, and are reminded that ‘if it looks too good to be true, it usually is'," Howes said.
 
"As OptionCo members are all large shareholders, like most other shareholders we do not support significant dilution." 
 
If OptionCo secures control, Howes said it would be open to anyone who wanted to pay full value for the company.
 
As with NDT, if it secured control it would continue working towards a gas strategy that firmed up the company's reserves for sale into the east coast gas market, he said. 
 
He said OptionCo would seek separation between its financing and operating partners to help develop the company.
 
Sources close to Central told Energy News there was now a real risk that the window to get gas into the east coast gas market was closing, and new sources of gas were emerging, which could leave Central's fields without markets.
 
Central shares were last traded at 11.5c, almost half the 20cps offer from Macquarie. 

 

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