Well well.
Can't say a few of us have suggested that another backdoor is on the cards.
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http://www.copyright link/technolog...ment-attempts-board-overthrow-20161219-gte5ui
1-Page shareholder Merchant Funds Management attempts board overthrow
ASX-listed recruitment software start-up 1-Page is under scrutiny from one of its biggest shareholders, Merchant Funds Management, which is attempting to disband its board, with the hope of being able to engineer a backdoor listing.
The decision follows discussions that Merchant managing director Andrew Chapman had with 1-Page chief executive Joanna Riley and chairman John Fenelly in San Francisco this month, wherein Mr Chapman proposed the "orderly disposal" of the current business.
Mr Chapman put forward the idea that 1-Page was not suited to the ASX and that Ms Riley should cancel her shares, but maintain the rights to the 1-Page intellectual property and technology, while the cash and company shell would stay with the shareholders.
This would then allow the shareholders to attract another business that would take on the 1-Page shell.
Should the shareholders approve the overthrow of the board, there would need to be another vote to determine whether or not to change the direction of the company and proceed with Mr Chapman's plan.
"I don't know if the 1-Page business has merit or not. Joanna hasn't been here in over a year, by her own admission. Is it any wonder that shareholders are unhappy?" Mr Chapman said.
"It's burnt through $20 million in two years trying to make it work and its revenue is a bit over $100,000 a month. I said to them if the business is good, surely they can raise money out of Silicon Valley."
Hitting rocky waters
The business, which is one of a number of human resources technology firms to have hit rocky waters in the last year, including
ASX-listed Reffind and Bigcommerce co-founder
Mitchell Harper's PeopleSpark.
1-Page completed a backdoor listing onto the ASX in October 2014. By September 2015 it was being trumpeted as being a backdoor-listing success story, and was one of a small group to have brought early shareholders remarkable returns.
But since then its stock has tumbled. After reaching a price high of $5.69, with a market capitalisation of $726.2 million, it has since dropped below its 20¢ issue price to trade at 19¢.
Merchant, which holds more than 6 per cent of the business through its Merchant Opportunities Fund, will ask shareholders to vote to remove the majority of 1-Page's board, with the exception of Ms Riley, Tod McGrouther and Michael Shen, and instead appoint Merchant nominees Chris Mews and Mathew Walker.
By keeping Ms Riley and some of the current members on the board, Mr Chapman hoped it would create an "orderly" transition.
'Respectful winding down'
"What we've proposed is a respectful winding down of it into a US-based company, rather than an ASX-listed firm. An orderly approach is better for everybody. You have to try and preserve some value in the overall business," Mr Chapman said.
"I don't want to be seen as a guy that churns and burns. I try and engage rather than being a corporate raider ... but if we can find a local business that can use local dollars and employ Australian people, then I think we'll have a one plus one equals three or four situation."
In 1-Page's most recent half-year results to July 31, revenue was down 0.3 per cent to $827,166 for the first six months of the year and its loss after tax was $8.2 million.
At this time it had $23.7 million in cash, and average monthly cash flow from operating expenses was just under $1 million.
In response to Merchant's motion, 1-Page said in a statement to the ASX that it would assess Merchant's letter in order to ensure that it and the shareholders meeting complied with the company's constitution and "all applicable laws".
The shareholders meeting will be held on February 17.
