NEW YORK, July 15, 2014 /PRNewswire/ -- Lone Star
Value Investors, LP is a significant shareholder of Antares Energy
Limited (ASX: AZZ) (AZZEF) and is seeking the election of five
independent directors and the removal of two employee directors at
22 July General Meeting of Antares. Lone Star Value today
demanded an immediate response from the Board of Directors of
Antares regarding questionable trading activity by CEO Cruickshank
and Director Shoemaker as well as the timing and the selective
placement of the recent convertible note issuance which may have
put in the hands of unknown parties a significant voting power
right before the general meeting.
Lone Star Value believes Antares shareholders deserve an
immediate response to:
- Director Shoemaker purchasing 15,335 shares of Antares in the
open market at $0.51 on 27 June ahead
of the 7 July asset sale announcement which led to an increase in
the share price to its current $0.65
level, a 27% gain in a week. The timing of Director Shoemaker's
purchase so close to the asset sale announcement should be fully
explained by Antares' Board in light of Australian securities law
and Antares' own trading policies which prohibit trading on the
basis of material non-public information. Following our submission
of a complaint, ASIC has informed us it is considering launching a
formal investigation into Mr. Shoemaker's trading activity.
- Lack of disclosure of the recipients of the recent $19.5 million 10% convertible note offering on 24
June, despite Lone Star Value's specific request for this
information. The notes which are convertible into voting stock now
trade at $2.20 versus their
$2.00 offering price due to the
impending asset sale announced a week after the notes' placement –
a 10% return in a week's time for the select
few (as yet anonymous) investors invited to participate. Lone
Star Value is concerned that Antares may have sought to secure the
votes of select shareholders via this private note issuance – an
issuance made superfluous and unnecessary given Antares' subsequent
announcement of the sale of substantially all of its assets on 7
July for US$300 million. This is the
second time in a year that Antares announced a sale of all its
assets for cash and raised additional capital at roughly the same
time – we find this behaviour inexplicable. There is no good reason
we can see to raise additional capital if the Company is about to
receive a large amount of cash by selling all its assets. Lone Star
Value believes Antares should immediately publicly disclose who
purchased these notes and if there is any voting agreement with the
purchasers.
- Chairman and CEO James
Cruickshank's questionable trading activity surrounding last
year's asset sale announcement when he purchased 125,000 shares at
a price of $0.32 right before the
June 2013 asset sale announcement,
which caused the stock to increase 71% in one day to $0.48. We understand ASIC has received complaints
and is considering whether to launch a formal investigation into
CEO Cruickshank's trading activity.
Jeff Eberwein of Lone Star Value
remarked, "We believe Antares' shareholders deserve an immediate
and full response to these questionable activities. It is
unacceptable that the vote at the upcoming 22 July General Meeting
should be corrupted by misinformation, potential quid pro quo vote
procurement in exchange for valuable convertible notes, and the
omission of critical information. We call on Antares' Board
to immediately provide full and accurate disclosure to shareholders
regarding the questions we have raised so they can make an informed
decision regarding the important issues for the future of Antares
that will be decided on 22 July."
Lone Star Value urges all Antares Energy shareholders to
vote the BLUE AND WHITE proxy form to support the election of Lone
Star Value's independent and experienced candidates, and reminds
Antares Energy shareholders that leading proxy advisory firm
Institutional Shareholder Services ("ISS") has endorsed Lone Star
Value's candidates as well as the removal of two current Antares
employee directors.
Proxy voting enquiries please contact:
Australia:
Murray Williams
GPS
+61 2 8022 7911
USA:
John Grau
InvestorCom
203-972-9300 x11
jgrau@investor-com.com
Media enquiries please contact:
John Hurst
Cannings Corporate Communications
+61 418 708 663
SOURCE Lone Star Value Investors, LP