Aberdeen International Alerts Shareholders to Destructive Dissident and Importance of Current Board’s Action Plan for Value CreationJanuary 14, 2015
TORONTO, ONTARIO–(Marketwired – Jan. 7, 2015) – Aberdeen International Inc. (TSX:AAB) (“Aberdeen” or the “Company”) has filed a management information circular in response to a requisition of a meeting of Aberdeen’s shareholders by Meson Capital Partners, LLC and Nightscape Capital (UK) LLP. While the Company remains concerned that the requisition by the dissidents is largely a smear campaign aimed at promoting the dissidents’ self-interested agenda, the Company was nonetheless required to call a special meeting of shareholders to deal with these matters. The Company will hold the meeting on Tuesday, February 3, 2015 and has formed a special committee of independent directors comprised of Messrs. Bernard Wilson, FCPA, FCA, ICD.D (Chair), John Begeman and the Honourable Ken Taylor, O.C., with independent counsel to oversee all matters relating to the meeting.
Aberdeen’s circular makes it clear that the strong leadership and experience of the current board is required in the midst of the current volatile market in the mining sector to ensure the creation of long-term shareholder value. The current board has an impressive history of successful transactions and extensive senior management, operations, public markets and finance experience in the mining sector, all of which are critical to running the business of Aberdeen and building long-term value for shareholders.
Aberdeen outlined its specific action plan to enhance long-term shareholder value including:
- As Aberdeen has traditionally done, initiating a normal-course issuer bid to buy back shares in an effort to maximize shareholder value.
- Implementing a significant cost cutting plan through reduction of salaries, consulting agreements and other on-going overhead costs.
- Alongside Aberdeen’s proven capital growth model, focusing investment strategy on investments where Aberdeen can earn income as well as capital returns.
- Constantly striving for best-in-class leadership and governance practices by enhancing the overall expertise, independence, and accountability of the board, as evidenced by the recent appointment of Bernie Wilson, FCPA, FCA, ICD.D as Lead Director and three new highly qualified directors: John Begeman, Maurice Colson, and the Honorable Ken Taylor, OC.
- Enhancing investment portfolio disclosure to facilitate investor understanding and appreciation of portfolio investments and investment strategy together with allocating resources to building market momentum.
The Company urges shareholders to review in detail its management information circular mailed to shareholders of record as of December 31, 2014 and filed on the Company’s SEDAR profile which clarifies the true intention of the dissidents while countering their false allegations and half-truths. A copy of the circular is also available at www.aberdeeninternational.ca/Investors/.
Aberdeen also sets out in the Circular the continued attempts of the dissidents to run a smear campaign and meritless legal proceedings that will add unnecessary costs, rather than present an actual plan for value creation. On January 6, 2015, the dissidents commenced an application before the Ontario Superior Court of Justice (Commercial List) for certain relief relating to the meeting, including voting rights associated with Aberdeen common shares issued in connection with its private placement financing which closed on November 24, 2014, and the conduct of the Meeting. Aberdeen believes the application by the dissidents is tactical and without merit. Both the Company and the special committee will respond to the application.
Aberdeen assures shareholders that its board will continue to serve their best interests by focusing on the Company’s current business activities and investment opportunities and continue to engage shareholders through their longstanding commitment to an active, constructive and responsive dialogue.
Proxy Voting Instructions
Regardless of how many Aberdeen shares you own, Aberdeen shareholders are urged to vote their BLUE proxy or voting instruction form in favour of Aberdeen’s current board of directors well in advance of the proxy cut-off at 11:00 a.m. EST on January 30 th 2014 using the control number on the BLUE proxy or voting instruction form.
If you have any questions or need assistance in voting your BLUE proxy or voting instruction form, please contact Kingsdale Shareholder Services, at 1-866-851-9601 (toll-free in North America), or 416-867-2272 (collect calls accepted) outside North America or by email at firstname.lastname@example.org.
About Aberdeen International Inc:
Aberdeen is a publicly traded global investment and merchant banking company focused on small cap companies in the resource sector. Aberdeen will seek to acquire significant equity participation in pre-IPO and/or early stage public resource companies with undeveloped or undervalued high-quality resources. Aberdeen will focus on companies that: (i) are in need of managerial, technical and financial resources to realize their full potential; (ii) are undervalued in foreign capital markets; and/or (iii) operate in jurisdictions with low to moderate local political risk. Aberdeen will seek to provide value-added managerial and board advisory services to companies.
For additional information, please visit our website at www.aberdeeninternational.ca and follow us on Facebook and Twitter: AberdeenAAB.
Except for statements of historical fact contained herein, the information in this press release constitutes “forward-looking information” within the meaning of Canadian securities law. Such forward-looking information may be identified by words such as “plans”, “proposes”, “estimates”, “intends”, “expects”, “believes”, “may”, “will” and include without limitation, the implementation of the Company’s action plan, statements regarding the business activities of the Company and possible investment opportunities, the potential of certain investments, the ability of the Company to generate additional value for shareholders, past success as an indicator of future success. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. Factors that could cause actual results to differ materially include, among others, metal prices, competition, financing risks, acquisition risks, risks inherent in the mining industry, regulatory risks and other risks described in Aberdeen’s annual information form. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise required by applicable securities statutes or regulation, the Company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.Contact Information:
Kingsdale Shareholder Services
North American Toll Free: 1-866-851-9601
International Collect Call: 416-867-2272
For Media Inquiries:
Vice President, Communications
Kingsdale Shareholder Services
Direct: 416-867-2333 or Cell: 647-621-2646
Manager, Investor Relations
Aberdeen International Inc.
President and Chief Executive Officer
Aberdeen International Inc.