Sorry for the delay people. Had hungry mouths to feed and angry toddler to put to bed. Gonna look through my notes now and write up some points. I attended for the afternoon session, roughly 2:15-4:30.
Started with some admin stuff. Documents to be admitted, including one statement made by SJ during the lunch break apparently. Immediately adjourned for 10 minutes for Quasar counsel to read.
SJ took the stand:
First a line of questioning on his position with Alliance, and previously (2003-2005) with Gandel metals. Q lawyer seemed to be getting at the fact that IG is in control of AGS. Said as much in his questions, with SJ saying no, he's just the major shareholder. I don't get the relevance, but unfortunately SJ looked a little awkward after saying that IG had installed him as MD of AGS after he (IG) took control of the management of AGS (something like that, which made it clear that SJ was "put there"), but then had to back track somewhat and insisted that IG wasn't "in control" of AGS. Q counsel asked things like, "if IG wanted you to go, you'd have to go?".
Next line of questioning aimed at previous litigation. Seemed clearly aimed at making AGS (and SJ) look litigious. Q lawyer talked SJ through the JV meeting recordings case, native title, access to books and M&DC case. He made a big point about their lack of wins, and referred to the M&DC result as a "capitulation", not a settlement. Said things like, 'so you decided you wanted 100% of the lease after Q had spent $42 million on in, and then decided that was a mistake?'.
The counsel went on to ask SJ if it was AGS's strategy to gain 100% of the lease. He was making it sound like that was what AGS have always been after without reason. SJ initially tried to refute the 'strategy', but ended up with the line of 'yes, but because we were wronged'. I did learn some new information here in that SJ said how it relied on the fact that Q had carried out gravity surveys of the lease without telling AGS, but Q lawyer made this sound silly, and brought it back to the fact that AGS had 'capitulated'.
Engaging Dragoman came up here. It was suggested to SJ that Dragoman was hired to help AGS regain the full licence (rather than worded as Dragoman advising on AGS's rights of course). SJ took the line that AGS was advised by their lawyers (HWL...?) about their legal rights and Dragoman was asked to comment on that advice. Some documents were presented showing that the outcome they (Dragoman) were aiming at was full return of the ML to AGS, and that they were to be paid $4 million if this occured. Lawyer argued that this was a clear strategy (SJ "because we were wronged").
My notes at this point is that SJ looks like he's trying to obfuscate, and doesn't want to agree that the 'strategy' was to get a return of the lease. At one point he was asked if that was 'the strategy' and said 'it was, but..." at which point he was cut of with a loud "thank you" (tense!).
A big deal was then made out of the timing of 'giving up on trying to regain 100% and then deciding to sell', making it seem slap dash and contrived. There was a meeting with AG, SJ, JD, TL and John Fast? from Dragoman, which wasn't a board meeting, so didn't have minutes, but that a resolution was made by the board straight after (??? something like that). It seemed that Q lawyer was making the whole process out as a strategic continuation of AGS's 'strategy'.
I made an interesting note here. SJ said that they'd decided to discontinue the M&DC case on 13th June 2014 (this was confirmed by Stanley J), the same date they decided to sell. My recollection is that the 'settlement' was announced to the market at the end of June (which was always strange, given that they announced the sale while still apparently fighting in court).
Then the questioning moved to who they'd sought financing from. Only ANZ, asked for $5 million overdraft. ANZ said no. Q lawyer seemed to be getting at the idea that it wasn't a serious attempt. Asked about what documentation he took and presented to them etc. Then asked about option for CR. SJ said 3 companies contacted (Lodge partners, Euroz (?) and Caccacor (?)). Q lawyer made a joke of this and suggested that AGS didn't get a foot in the door. Then a very awkward part (for SJ) where he asked if IG had been asked for a loan. Q lawyer said, "IG is a very rich man isn't he? He's your largest shareholder... a director". SJ then used "I don't recall" about a dozen times in the next 10 minutes. It was asked whether it was part of the 'Dragoman strategy' that IG didn't help with funds (or something along those lines). All denied. He was also asked if he'd told possible underwriters that IG would contribute his part, to which the response was "I can't recall".
My note here - this was a low point for how SJ appeared. It seemed ridiculous that he would never have asked IG if he would participate in a CR. I think everyone thought that.
Then there was a whole line of questioning on cash flow projections, what SJ knows about the uranium market (apparently he's been 'looking at things online' for about a year! - and this is the MD). Emails to the BOD were brought up where SJ was given advice that selling at spot would decrease the price and be bad idea. That there would be a delay in receiving funds, that AGS would have to stockpile it's share for 6 months until it had a marketable parcel...? This was all compared to AGS's saying that Q marketing strategy was unsuitable due to the delay.
At this point, underlined in my notes, is that SJ said he was aware that sales have been made, for delivery in 3rd quarter. The point from Q lawyer seemed to be that AGS couldn't have sold any, or got funds, any quicker than Q already have.
Some time was spent on SJ cash-flow projections. The idea behind these seem to be, from AGS's side, that with cash from sales we wouldn't have been diluted. Unfortunately SJ didn't come off looking good here either. An incorrect spot price for uranium had been used, bills (from Dragoman) hadn't been included, and basically he had to admit that he'd made mistakes. The shortfalls in cash were listed month on month from the end of this year.
Our lawyer asked a couple of questions at the end, but I didn't really see where he was going. I think he may have pointed out a document that supported something SJ had been questioned on earlier about his meeting with Lodge partners. And then another question he started wasn't allowed.
My impression - I wouldn't wanna be questioned by these guys. I really think if SJ had been willing to admit a couple of, what I think are, relatively minor points, he would have done better. Yes, admit IG has significant power in AGS. Admit that there strategy was to regain 100%. And at least admit that he'd discussed CRs with IG before approaching financiers. These little points made him appear defensive throughout.
The only positive I can come up with is that the whole case I've seen appears to be about the dilution, not the sales rights. Oh, and of course we've actually started selling. At the least, there'll be some cash coming in the near future. And it should be at reasonable term contracts, not spot.
Tutes, correct anything I may have stuffed up.
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