Praetorian Resources has today published a circular convening a meeting at which shareholders will be asked to approve a number of changes to the way the company is run.
- First the Board is proposing a new investment policy which would mean that the company would become a diversified royalty finance company. the proposed new investment policy is “To build a stable and reliable income for Shareholders by seeking to invest in, without limitation and restrictions (including geographic restrictions): (i) long-term, revenue-based royalties in private and/or public companies; and/or (ii) other alternative asset classes and/or financing instruments from time to time that bear similar risk and return characteristics to the investments in paragraph (i)”.
- The idea is that the fund would acquire royalty interests in the revenue streams generated primarily by industrial and commercial businesses with demonstrable competitive advantages and they use the example of pharmaceutical companies and other intellectual property-rich businesses.
- They want to scrap the subscription shares. These expire at the end of July and are well out of the money.
- They want to change the company’s name to Duke Royalty Limited.
- The current directors, other than Robert King, (i.e. Nathan Steinberg and Kaare Foy) intend to resign from the board. They want to appoint new directors. The new directors comprise Neil Johnson (who will become CEO), Charles Cannon-Brookes, Nigel Birrell and James Ryan. Robert King is expected to remain as a director on an interim basis following the meeting to ensure an orderly transition of directors, and implementation of the new investing policy.
- They want to consolidate the shares so that you’ll end up with 1 share for every 20 you hold.
Mr Neil Johnson (aged 45), CFA – Executive Director
Neil Johnson has over 20 years of experience in merchant banking, investment banking and research analysis in both the Canadian and UK capital markets. He began his career as a Research Analyst at Canaccord Genuity in 1993 with a focus on software and pioneering internet companies. Mr Johnson became an Investment Banker in 1996 and in 1999 moved to the new London, UK office of Canaccord which had formerly been T. Hoare & Co, a natural resource focused broker.
During his 10 years with Canaccord in London, Mr Johnson became Head of Corporate Finance (Europe), Global Head of Technology, and on the Global Executive Committee. The European operations grew during his tenure from 20 employees to approximately 150, with revenues growing from GBP5 million to over GBP50 million. Mr Johnson was instrumental in the firm becoming authorized as a nominated adviser for AIM and regulated in the UK and London Stock Exchange Main Market listings, spearheaded the firms diversification into the UK technology sector, and led Canaccord’s initiative to attract North American firms to list in London. Due to these initiatives, Canaccord became one of the largest stockbroking firms in the UK and raised in excess of GBP3 billion for North American companies listed on the London Stock Exchange or AIM. Canaccord also became the largest lead underwriter for technology IPOs in Canada during his tenure as Global Head of Technology.
Mr Johnson transferred with Canaccord to Toronto in January 2010, and focused on technology, cleantech and other non-resource industries.
Mr Johnson left Canaccord in May 2012 to co-found and become Chief Executive Officer of Difference Capital Financial, a Canadian publicly-listed merchant bank which raised over GBP100 million by mid-2013. Mr Johnson’s responsibilities included developing and implementing the company’s business model and capital raising from institutional and private client investors. Difference Capital Financial’s capital was used to make equity, debt and derivative investments in growth companies in non-resource industries.
Mr Johnson is a graduate of the Richard Ivey School of Business at the University of Western Ontario, and received his Chartered Financial Analyst (CFA) designation in 1997.
Mr Charles (Charlie) Cannon-Brookes (aged 39) – Executive Director
Charlie Cannon-Brookes is the Investment Director of Arlington Group Asset Management Limited and has been active in a variety of investment management and corporate finance transactions since its acquisition in 2005. For the previous five years (2000 – 2005), he ran Arlington Group Plc’s proprietary trading book, managing all of its public equity exposure.
He has extensive fund management experience and has advised and sat on the board of a number of other funds, trusts and companies in a non-executive capacity.
Mr Nigel Birrell (aged 52) – Non-executive Director
Mr Birrell was until recently Group Director on the Executive Board at bwin.party digital entertainment plc, the world’s leading listed on-line gaming business, where he was responsible for all its mergers and acquisitions, business development and managing its investment portfolio.
While at bwin.party Mr Birrell led the acquisitions of Gamebookers, Empire On-line and IOG’s casino operations, Cashcade, the World Poker Tour and Orneon. He was instrumental in devising, negotiating and transacting the merger between PartyGaming and Bwin, the largest online gaming deal in history. He has also led all its disposals including Ongame’s sale to Amaya.
Prior to bwin.party, Mr Birrell was a director of the FTSE 250 media group HIT Entertainment. Mr Birrell graduated in law from the University of London (Queen Mary College) and qualified as a solicitor of the Supreme Court. He also worked as an investment banker with Donaldson, Lufkin & Jenrette and Dresdner Kleinwort Benson.
Since leaving bwin.party Mr Birrell has joined the Board of LottoLand Limited, a Gibraltar regulated fast growing gaming group as its Managing Director having previously been its only Non-Executive Director. He is also a Director of Delta Management Limited, the Fund Manager that is responsible for the investments of the Gibraltar FSC regulated property fund Temple Rock PCC and is a Non-Executive Director of Southern Rock Insurance Company Limited a Gibraltar FSC regulated insurance underwriter.
Mr James (Jim) Ryan (aged 53) – Non-executive Director
Jim Ryan joined Pala Interactive, LLC in July 2013 as CEO, bringing with him several years of executive experience in the online gaming industry.
Prior to joining Pala Interactive, LLC, Mr Ryan served as a Co-Chief Executive Officer of bwin.party digital entertainment plc from March, 2010 to January, 2013. Prior to the merger of PartyGaming and bwin, Mr Ryan served as the Chief Executive Officer of PartyGaming plc from May, 2008 to March, 2010.
Mr Ryan has also held executive positions with a number of online gaming companies which include Chief Executive Officer of St. Minver Limited (Jan 2006 to May 2008), Chief Executive Officer of Excapsa Software Limited (January 2005 to November 2006) and the Chief Financial Officer of Cryptologic Software Limited (January 2001 to May 2004).
In addition to his role of CEO and board member of Pala Interactive, LLC, Mr Ryan also currently sits on the Boards of Gaming Realms plc and WG Limited. Mr Ryan obtained professional qualifications as a Chartered Accountant from the Canadian Institute of Chartered Accountants and degree in business from the Goodman School of Business at Brock University.
PRAE : Sweeping changes proposed for Praetorian Resources