One question that needs to be raised here looking at today’s announcement, what exactly is going on within Angus Energy? One stand out flag alone “Kemp House, 160 City Road, London, EC1V 2NX, UK” a Virtual Office London address.
This story started to unfold when an RNS release stated (PDMR Shareholding) on the 29th of June 2018. This relates to the shareholding of Chairman, Jonathan Tidswell-Pretorius.
Mr Tidswell-Pretorius has confirmed to the Board that this TR-1 has arisen from a change by him of the Broker through which the majority of his Shares in Angus Energy are held and that there has been no change in his beneficial interest in the Company. Accordingly, Mr Tidswell-Pretorius remains interested in 39,500,000 Ordinary Shares representing 12.87% of Angus Energy’s issued share capital.
This largely went unnotticed until the 4th of July when the following announcement was made: The Company sets out the following update to the TR-1 announcements of 29 June and 3 July 2018.
The Company’s Chairman, Jonathan Tidswell-Pretorius, in contemplation of a possible equity-linked loan against his shareholding, transferred 39,000,000 Ordinary Shares by execution of a Stock Transfer Form to America 2030 Capital Limited (Kemp House, 160 City Road, London, EC1V 2NX, UK) on 7 June 2018 for nil consideration.
Accordingly, Jonathan Tidswell-Pretorius no longer has a notifiable interest in the Company (retaining only 500,000 Ordinary Shares representing 0.16% of the Company’s issued share capital). The Company’s ‘PDMR Shareholding’ RNS of 3 July 2018 remains unchanged.
WHY would a chairman of a company give up his holding in a company to a registered Virtual Office London address?
Who is America 2030 Capital Limited? A company headed by 20-year-old Hungarian who lives in Poland?
The register has two entries for current company officers, both Elizaveta Lata
A statement said 10.8 million shares in the transfer had already been sold by American 2030 Capital Limited.
In a separate statement to investors, Angus announced that an extra 9.3 million shares would begin trading next week following the exercise of conversion rights. This puts the total number of ordinary shares in Angus Energy at more than 316 million.
So what is going on? Are the board not aware what the chairman was doing? Then today we see Jonathan Tidswell-Pretorius has either stepped down or pushed, don’t they think shareholders have a right know now what the hell is going on?
Is Mr Tidswell-Pretorius position tenable?
Angus Energy announces today that, following the recent PDMR disclosures, Jonathan Tidswell-Pretorius has stepped down as the Company’s Chairman with immediate effect, in conjunction with which, Mr. Tidswell-Pretorius will no longer serve as a Director of the Company.
Cameron Buchanan, currently a Non-Executive Director, has agreed to serve as Acting Non-Executive Chairman with immediate effect.
Mr. Tidswell-Pretorius will continue to work for the Company as its non- Board Operations Director, responsible for progressing all the Company’s oil & gas operations.
Per the Company RNS of 3 July 18, the Board will continue its investigation into the potential violation of any relevant regulations in addition to the Company’s Share Dealing Code which was not complied with in this case. Pending the results of this investigation, if completely exonerated, Angus Energy will consider re-appointing Mr. Tidswell-Pretorius to the Board as an Executive Director. The Company will update the market in due course.
The Company understands that Mr Tidswell-Pretorius is taking legal advice in relation to his rights in connection with the transfer of his shares.
Included below is the PDMR disclosure as required by Article 19 of the EU Market Abuse Regulation.
Acting Non-Executive Chairman Cameron Buchanan said, ‘Angus Energy takes these circumstances and all matters of corporate governance seriously. It is our solemn duty to act on behalf of our shareholders at all times. The Board has complete confidence in Paul Vonk to lead the Company forward and that he will continue to be supported by Mr. Tidswell-Pretorius during this particularly exciting period for our operations.”
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