The Bermuda Triangle that is Miclyn Offshore Express has claimed two victims - in the shape of its independent directors - amid protests from minority shareholders at rough treatment by the company's majority owners, private equity groups CHAMP and Headland Capital.
A faction representing about 10 per cent of the company and made up of BT, property development veteran Bill Bowness' Wilbow Group and the Myer family's OC Funds Management might take the stoush to court in Bermuda, where the ASX-listed company is incorporated.
"We're considering all our options including the option of going to the courts in Bermuda," Wilbow CEO Michael Herskope told CBD. "We will take whatever steps are necessary to protect the value of the minority shareholders' equity in the company."
On Wednesday, Miclyn's independent directors, George Venardos and OZ Minerals chairman Neil Hamilton, slammed the behaviour of the private equity groups and vowed to resign after a shareholder meeting next month.
In a letter to shareholders the pair outlined their unsuccessful efforts to protect the interests of minorities from the private equiteers, who together own 75 per cent of the company and are expected to take it private.
At a shareholder meeting next month CHAMP and Headland plan to vote their stake to appoint two nominee directors and seize control of the board. Bermuda law would then allow them to privatise the company at less than the $2.20 they most recently paid for stock.
The independent directors said that warnings by the private equity groups that they would not pay more than $2.20 for shares directly influenced a slump in the shares, "maintaining the price at potentially artificial levels".
A decision to appoint the two PE nominees would put the indies "in an invidious position", unable to protect minorities, they said.
What is shaping as a stormy meeting is set for June 14.
Writ in stone
Teenage Marxist. Champion of freedom. Media baron. Cream pie victim. Twitterholic. And now, graphic designer. Is there no end to the talents of Australia's gift to the world, Keith Rupert Murdoch? Just as Julius Caesar divided Gaul into three parts, so Imperator Rupertus has cleaved his domain in twain.
The entertainment half is to take the name 21st Century Fox and a logo that updates the 20th Century Fox monolith. But the publishing bit needs a new logo and that's where Rupert the artist comes in. The dinkus, the scribbled words News Corp, is based on Murdoch's handwriting. With corporate rebrandings costing millions, it seems an inspired move to save shareholders money. CBD hopes the new company's spirit of frugality is reflected in executive pay.
Failure a win
What's the price of failure? A $6000-a-week job, if you're National Buildplan Group boss Bill Wheeler. Talk is that's how much he's being paid by the administrators of failed building group BRI Ferrier to help them sort through the wreckage.
Wheeler declined to confirm or deny the figure, saying: "I haven't seen a payslip or the money, all I can confirm [is] that it will be going back into the DOCA."
That would be the deed of company arrangement, handing Wheeler back the company, which creditors will consider when they meet in Sydney on Thursday.
No Lowy laughs
So what's the definition of a long-term incentive? "A green banana," according to Westfield's founder and now non-executive chairman, Frank Lowy. He was using humour to fend off questions about his and his sons' pay during a feisty annual shareholder meeting on Wednesday in Sydney. But by his admission, the jocularity was lost on the audience. "I need to take lessons in how to be a stand-up comedian," he said.
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