27 September 2013
ERM Power moves to strengthen Empire
? ERM Power requisitions meeting of Empire shareholders to approve Board
changes
? Changes are aimed at improving performance and realising shareholder value
? New Board will immediately review Empire’s business and appoint an
Independent Chairman, Independent Non-Executive Director and an
experienced CEO
ERM Power Limited (ASX: EPW) today announced it had requisitioned Empire Oil & Gas NL
(ASX: EGO) to call a meeting of shareholders to consider resolutions aimed at removing
three of four members of the Empire Board and appointing two new Directors.
If the resolutions are approved, Craig Marshall, Neil Joyce and Jeffrey MacDonald will be
removed as Directors and two ERM Power representatives, Non-Executive Directors Tony
Iannello and Brett Heading will be appointed. There is no proposal to remove Dr Bevan
Warris as a Director.
Under the proposal, the new Board is expected to be in place for three to six months.
During this time, the Board will appoint a Chief Executive and two Independent Directors,
one of whom will take over as Chairman. Mr Iannello will remain as a Non-executive Director
and Mr Heading will resign. The new Board will also initiate a whole of business review to
consider Empire’s business, operational and governance structure to optimise performance
and shareholder returns.
This will leave Empire with a four-member Board, two of whom including the Chairman, will
be Independent. Mr Iannello will be the sole ERM Power representative.
ERM Power has been a joint venture partner with Empire for six years in seven exploration
tenements in Western Australia including EP 389 where it has a 23.61% minority interest in
the Red Gully project. ERM Power is also a ~10% shareholder in Empire.
ERM Power believes Red Gully and other Empire assets have significant underlying value
which Empire’s Board has failed to realise for its shareholders and joint venture partners.
This is reflected in Empire’s share price, which has fallen by more than 60% from ~4 cents to
~1.5 cents since the Red Gully discovery in March 2011.
ERM Power has no intention to make a takeover bid for Empire. Instead, its actions are
aimed at enabling it to work with Empire shareholders to realise what it believes is the true
underlying value of the joint venture’s assets and ensure that this value is fully reflected in
Empire’s share price.
ERM P
sufficien
propose
publicly
Mr Iann
Empire’
“We are
unlock
support
About
Tony Ia
Mr Iann
Iannello
utility, u
manage
Energia
membe
Brett H
Mr Hea
speciali
and ad
corpora
mergers
Ltd and
Peter Ja
Group G
ERM Po
For furt
Paul Ar
Read C
0421 61
Power has b
nt time to
ed. The tw
y-listed com
nello said E
’s assets an
e committe
greater val
t the resolut
ERM Powe
annello
nello has m
o was the M
until it was
ement posit
a Minerals
er of the Mu
Heading
ading has e
ises in corp
dvising boa
ations. He
s and acqu
d Trinity Ltd.
ans
General Co
ower Limite
rther inform
rmstrong
Corporate
19 084/08 9
been patien
unlock sha
wo Director
panies and
ERM Power
nd share pr
d to utilisin
ue for its sh
tions to help
er’s represe
more than 3
Managing D
broken into
tions at Ban
and a Dir
rdoch Unive
extensive e
porate law in
ards of list
is the Cha
uisitions and
.
ounsel & Co
ed
mation cont
9388 1474
nt with Emp
areholder va
rs proposed
the energy
r as a partn
ice perform
ng our skills
hareholders
p us achiev
entatives
30 years’ ex
Director of W
o four sepa
nkWest. He
ector of th
ersity Sena
experience
ncluding me
ted and un
airman of M
d capital ra
mpany Sec
tact
pire’s Board
alue and a
d by ERM
y industry (s
ner and ma
m as strongly
s, experienc
s and partn
ve this,.” he
xperience in
Western Po
arate busine
e is currently
he Water C
te.
as a corpo
ergers and a
nlisted pub
McCullough
aisings. Mr
cretary
d but now b
s such wo
M Power h
see below fo
ajor shareho
y as possibl
ce and trac
ners. I am a
said.
n the bank
ower Corpor
esses. He p
y a Director
Corporation
orate lawye
acquisitions
blic compa
Robertson
Heading is
believes it h
uld benefit
ave extens
or more det
older of Em
le.
ck record to
asking Emp
ing and ene
ration, the l
previously h
r of ASX-lis
of Wester
er and com
s, capital ra
nies and g
n Lawyers
currently a
has had mo
from the c
sive experi
tails).
mpire, wants
o enable Em
pire shareho
ergy indust
leading WA
held severa
sted SP Aus
rn Australia
mpany direc
isings, ASX
governmen
and specia
Director o
ore than
changes
ence in
s to see
mpire to
olders to
tries. Mr
A energy
al senior
snet and
a and a
ctor. He
X listings
t-owned
alises in
of Invion
About ERM Power
ERM Power is a dynamic Australian energy company with interests in electricity sales and
generation, and gas production and exploration. Trading as ERM Business Energy and
founded in 1980, we have grown to become the 4th largest electricity retailer in the National
Electricity Market with operations in every state. We initially focused on larger businesses
but now offer our industry leading services to small businesses. We have equity interests in
442 megawatts of low emission, gas fired peaking power stations in Western Australia and
Queensland, sell conventional gas and condensate from onshore discoveries in Western
Australia, and have gas exploration operations in Western Australia and New South Wales.
www.ermpower.com.au
Add to My Watchlist
What is My Watchlist?