BPS board under fire
“WE obviously don’t know the rules of that game.
“A lot of people have lost a lot of money and it should have never happened.”
BPS Technology chairman Murray d’Almeida was forced to defend the board from a savaging by shareholders at the company’s annual meeting in Southport yesterday.
BPS is the operator of the Bartercard payments network and last year bought restaurant and activity guide Entertainment Publications, which earned $65.8 million for the company in FY17 and led to a surge in revenue.
Mr d’Almeida accused fund mangers LHC Capital and Alceon, which attempted to take over the board and failed earlier this month, of having “trashed” the company’s shareprice.
“No one expected the shareprice to be trashed (by Alceon and LHC). Aggressive, activist shareholders make attempts to gain a position in the company but invariably walk away if it gets too difficult.”
The failed coup was highly destructive to shareholder value.
The shareprice collapsed from above 80¢ at the start of the month, following Alceon and LHC selling its stock, to below 50¢. Yesterday it closed down 4.95 per cent at 48¢.
Shareholders lashed the board for the performance of the stock and a 21.8 million share placement with institutional investors that raised $9.818 million at 45¢ per security, but left out retail investors. BPS said the share placement was necessary to “provide additional working capital” and replace funds used to retire a $5 million convertible note.
Andrew Harris, who represented shareholder CVC Limited at the meeting, said the placement was done “very quickly” without allowing shareholders, other than institutions, to participate.
“In an update on the FY18 outlook, the board and the company made no comment on the need to raise capital, and then had gone and raised capital at the worst possible moment in the worst possible way, which has diluted shareholders’ value,” he said.
“Why shouldn’t shareholders be upset that you sold 25 per cent of our company without referring to us?”
Sydney-based shareholder Brendan Birthistle told the board they had “messed up big time”.
“I’ve never come across anything as bad as your performance in the past year or two,” he said.
Mr Birthistle raised questions about the company burning through cash and institutions voting against the board at the recent extraordinary general meeting called by LHC and Alceon.
“I think it’s ridiculous that fund managers (LHC and Alceon), which had 8 per cent of the company, dictated the terms to you. What were you doing?”
Mr d’Almeida responded to the stinging attacks by stating the fund managers had canvassed other institutions for support in its campaign against BPS.
Chief finance officer Tony Wiese said the share placement was necessary at a time of low cash flow due to the seasonal nature of the Entertainment Publications business.