20th Jul 2015 11:23
LONDON (Alliance News) - The largest shareholder in Petroceltic International PLC Monday said it has called for a second extraordinary general meeting to table a resolution that will allow shareholders to vote on any material asset disposals.
Worldview Capital Management Ltd, which holds a 26.5% stake in Petroceltic, said the requisition is in addition to the request for separate EGM made last week.
Petroceltic has responded, claiming both requisitions do not have any validity or are necessary.
On July 16, Worldview called for an EGM to discuss the company's proposed bond issue and the borrowing powers its board holds, opening a new chapter in its ongoing battle with the management and board of Petroceltic over the company's plans to pledge its "crown jewel" asset as security for a USD175 million bond issue.
Worldview had claimed Petroceltic had "run out of money" and therefore was placing its key asset, the Ain Tsila gas condensate field in Algeria, as security for the proposed bond issue, which Worldview described as "perilous to shareholders".
On Monday, Worldview said it wants to call a separate EGM to table a resolution that proposes that Petroceltic should seek approval from shareholders for any material asset disposals which represent 25% or more of the company's revenues, profits or oil and gas reserves, it said.
"Worldview, as stated in previous announcements, estimates that the company has now run out of money, and management may embark on a hurried sale of key assets to continue to fund its wasteful strategies. This may result in significant shareholder losses," said Worldview.
"To prevent equally catastrophic decisions by the current board of Petroceltic, Worldview believes that shareholders should be able to vote to approve all proposed material disposals," it added.
Later Monday, Petroceltic responded to Worldview's claims and said it found the requests for two separate EGM's as "misguided, unnecessary and a waste of the company's and shareholders' time and resources".
Petroceltic said it has taken legal advice about the first requisition that centres on concerns about the bond issue, and said "it does not believe that it is necessary to convene the requested EGM," adding that the requisition does not comply with the requirements of Irish company law or its articles of association.
Petroceltic said it has not received the proposed requisition for a second EGM concerning asset disposals from Worldview.
However, the company said that it would have to seek shareholder approval for any asset disposals that resulted in a "fundamental change of business", and therefore believes any request for another EGM by Worldview concerning the matter would be an "inappropriate interference".
Petroceltic shares were up 0.9% to 83.00 pence per share on Monday.
By Joshua Warner; [email protected]; @JoshAlliance
Copyright 2015 Alliance News Limited. All Rights Reserved.
Related Shares:
PCI.L