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CENTRAL PETROLEUM LIMITED — Board/Management Information 2012
Jun 4, 2012
64718_rns_2012-06-04_a022b839-4fbd-402a-8227-deda2577215f.pdf
Board/Management Information
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Chairman’s letter to Shareholders
5 June 2012
Dear Shareholder,
I am writing to all Central Petroleum shareholders to provide an update on the issues and opportunities facing the Company and to urge you to vote in the upcoming General Meetings on 22 June 2012. Your vote will determine the future of your company.
The Board has appointed Mr Richard Cottee as CEO effective immediately, as the first step in the rejuvenation of your company. The opportunities and pressures facing the Company at present require an experienced CEO who is in a position to give full and immediate attention to these challenges. Mr. Cottee’s ongoing role remains subject to shareholder approval at the 22 June 2012 General Meeting.
In announcing this appointment, I wish to express the Company’s appreciation of the role played by Mr. Dalton Hallgren, who as Acting CEO has discharged this responsibility through difficult and uncertain times. Dalton will resume his position as Chief Operating Officer.
In the view of the Board, other than John Heugh who the Board proposes removing as a director, Mr Cottee is a highly experienced commercial oil and gas executive who is outstandingly qualified to lead Central Petroleum through the development stages. Mr. Cottee led Queensland Gas Company from an early stage explorer to a $5.7 billion sale to BG Group.
As you know well, Central Petroleum has been weakened by internal and external disputes that have restricted the Company’s ability to effectively focus on realising the potentially enormous value of our assets. This has put the company into a vulnerable position, open to opportunistic advances from interested parties, due to the continuing success of our technical staff who have progressed the operational field work to the maximum extent permissible under the constraints of official permitting requirements.
As a Company, we are determined to address these issues and are actively engaged in a number of steps that we believe will set Central Petroleum on a path to success and potentially rich reward for our shareholders.
There are a number of steps currently visible to shareholders and a number of further steps that will become apparent in due course.
The initial and critical first step is the appointment of Richard Cottee, an industry figure with strong market credibility and proven commercial acumen to consolidate and lead the Company to its next level. We believe there are few candidates better qualified for this role.
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Further, we recognise that the Company would benefit from additional skills at Board level and we have moved to appoint Mr. Mike Herrington and Mr. Wrix Gasteen as independent directors. Mr. Herrington was part of the key team behind the success of QGC as Chief Operating Officer and brings an existing knowledge of Central’s assets and a proven technical ability to guide a company through the development stage. Mr. Gasteen has extensive public company and company turn‐around experience and a focus on transparency, corporate governance and shareholder communications.
The next step is to utilise the strengthened executive team to execute favourable farm‐in arrangements with capable and well‐funded project partners who have the ability to conduct extensive exploration and start to crystallise the value of our acreage through exploration success. Exploration success would leverage the ability of Central Petroleum to further expand its own exploration and production activities.
Central Petroleum is currently operating a data room for prospective JV partners. We have granted access to over 15 companies and have strong interest from a number of major oil companies. In our opinion, agreements will be far more readily concluded if stability is restored to the company.
The success experienced in the US in non‐conventional oil & gas extraction has triggered a global charge for non‐conventional acreage as energy companies seek to lock in acreage that may hold the potential to replicate that success. Australia has not missed out with the Northern Territory proving to be a centre of this focus. This is where your Company has the bulk of its exploration permits and areas under application.
As interest builds and exploration intensifies, the prospects of discoveries will increase, further fuelling the interest of investors and partners in this space.
So that your Company is not left vulnerable to opportunistic approaches, our plan is to have the right team in place, to execute good commercial agreements to capitalise on the company’s potential, and to educate the market about the Company’s true value so that it is reflected in the share price.
To that end, we are embarking on a campaign to educate a wider market about Central Petroleum. Mr. Cottee and I will be undertaking a road‐show in the coming weeks to introduce new brokers and new investors to Central Petroleum, explaining our strategy and the outlook for your Company. Presentation material will be available on the Company website and we welcome any contact you, as a shareholder, may have. We intend to conduct regular road‐shows and keep the market informed of progress, both directly to shareholders, and through the press.
However, our plan for your Company’s future is not the only one on the table. Mr Clive Palmer, who owns around 4% of CTP through Petroleum Nominees Pty Ltd ( PNPL ), has been part of calling a General Meeting with a view to removing all current Directors except for John Heugh and installing what we believe to be three of his own nominees. Mr. Palmer has not sought to be elected. This would give Mr Palmer‘s nominees effective control of Central
Petroleum following an outlay of around $5 million. Mr. Palmer is opposing the appointment of Mr. Cottee as CEO and director of Central Petroleum.
We have been provided with little relevant information about the qualifications of Mr. Palmer’s proposed nominees or their plans for your Company. We do know however that Mr. Palmer, through PNPL, sought to conduct a farm‐in to Central Petroleum’s assets at a price that in the collective judgment of senior staff and directors (other than John Heugh) substantially undervalued the Company’s assets. We do not believe that any of the directors nominated by Mr. Palmer could be considered independent directors. We believe that it is in the best interests of the majority of shareholders that the board include independent directors.
We urge shareholders to follow the recommendations of the Board, other than Mr. John Heugh, in voting at the upcoming General Meetings. It is important that every shareholder vote, regardless of shareholding size in order to benefit from the opportunities presented to your Company now.
We thank you for your patience through this testing period and hope that the future for Central Petroleum and its shareholders is prosperous.
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Dr Henry Askin Chairman