Last Minute : the company postpones the purchase of the Jaccar assets. The bankers of Bourbon apparently refused to lend the funds needed to allow the acquisition.
Proxinvest, who had previously tried to reach the Bourbon Chairman Jacques de Chateauvieux, wrote to the company and to the AMF on five questions : a strange response in two pages from Bourbon hereunder attached was received.
This letter does not respond to the request for more information essential to sound decision of the shareholders of the acquired gas vessels assets proposed to the Bourbon shareholders: these assets actually do not really seem reassuring since an other subsidiary of Jaccar Holding, Greenship Bulk is today, according to newletter Splash 247.com, in default of payment. Nevertheless bulk is not gas, and investing in the gas transportation could certainly be interesting, but at which price ?
The Bourbon letter does no financial information about the book value of the assets but only corrects a minor shooting error of Proxinvest : in the absence of production of the needed 2014 and 2015 accounts of the purchased assets, the resolution 4 on the gas assets purchase is not the only one to be opposed, and any reasonnable shareholder should also reject but resolution 5 on the Special auditors report of related party transactions.
This Bourbon letter, as usual lawyer’s letters signed by the Chairman, states that we are “full of inaccuracies, unfounded, opportunistic and irresponsible” …
It does answer, in fact, a question that we did not ask: “Should the consultation of the shareholders on the acquisition in resolution 4 satisfy or not the information level of a regulated agreements?”
Obviously not, we are told, as this resolution does not meet any legal obligation, but is under a soft law AMF doctrine text, a gracious favor made by the owner and Chairman of Bourbon to its shareholders,this resolution 4, on which thus weighs no regulatory information constraint…
Jaccar Holding will participate, of course, to the vote but promises do we “neutralize” its vote to leave the last word to the shareholders … and the holding company of Henri, Jacques’ brother, will also neutralize his vote…How nice!
Bourbon barely mentions the Resolution 5, the binding vote on the special report of regulated agreements, a resolution that is mandatory and specifically regulated: it covers alsso these assets Jaccar Holding buybacks. The special report yet signed March 28, 2016 speaks only of a “framework agreement” on gas assets which “would be” granted to Bourbon…How strange!
Jaccar Holding, contrary to our initial fears, will not participate in the vote on this resolution 5: we make apology for a misundertanding and take note.
But here we also learn that our Mach Invest, the holding company of Henri, will participate well in the vote. Kind of surprising because Mach Invest Holding and Jaccar are bound by a shareholders agreement and Jaccar Holding who is here legally prohibited from participateing it will be surprised to see Mach Invest Holding participating …
Clearly, the Bourbon Directors want, whatever the means, be delivered from the weight of their responsibility beeing associated with this operation.
In the absence of the needed financial information of the assets, facing a violation of basic information rights of the shareholders, we recommend to oppose.
May 12, 2016
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