Sirius Update #7, 24 Feb 2020

The GM and Court Meeting on 3 March are rushing towards us.

If you hold your shares via nominee (i.e. by a platform or broker) you will need to give them your voting instructions very soon. It will depend on which platform/ broker you are with and what their specific terms and conditions say, but most likely their deadline will be 11.00am on Wed 26 Feb. If you want to go to the 3 March meetings, you will need a letter of representation and the same timetable should probably apply – but Hargreaves Lansdown seem to have to have different rules so talk to them if you wish to do this (you may be too late).

If you hold shares in certificated form (i.e. you have a paper certificate or a personal Crest Account), you can attend the 3 March meetings in person and you will be entitled to ask questions and vote at the meeting. Your name will be on the Share Register and all you need to do is take along your evidence of who you are to establish your bona fides. You may however find it easier if you bring the attendance cards you have been sent. If you wish to vote in advance of the meeting you have to register your vote with the registrar by 11.00am on Friday 28 Feb. You can do this on the online system or by post using the forms you have been sent, but allow 48 hours for the post to get to the registrar. You can vote in advance and then go to the meeting and YOU CAN CHANGE your votes at the meeting.

https://www.sharesoc.org/sharesoc-news/sirius-minerals-voting-considerations/ explains the issues and will help you evaluate your options.

I shall be going to the 3 March meetings and hope to see many of you there. It is a chance to talk to the directors and other shareholders before and after the meeting, as well as ask questions in the meeting itself.

Shareholder Funding Initiative

Certain shareholders, including Yashmin Ismail, Ian Martignetti and Mark Jones, have set up an initiative to try to raise funds as an alternative to the Anglo offer:

https://fundsirius.com

This is not a ShareSoc initiative, nor is it being done under the SSSG banner. Nevertheless, the website has attracted  indications of interest amounting to £32m within a few days. It is a useful exercise in trying to gauge the appetite of existing shareholders to provide bridge financing but is currently far short of the amount needed to complete Phase 1.

Press Coverage:

Our good links with the press continue and notable stories have been:

MoneyWeek 20 Feb 2020, Do you own shares in Sirius Minerals? Here’s what you need to do now

ShareSoc member Michael Taylor looks at the situation and the options for shareholders. https://moneyweek.com/investments/stocks-and-shares/600863/sirius-minerals-anglo-american-takeover  Paul de Gruchy, a director of ShareSoc (the lobby group for individual investors), which has been approached for help by hundreds of investors in Sirius, said that “while ShareSoc cannot recommend whether investors should accept the offer or not, we can help them to get the information they need to make an informed decision and to hold the board to account, in particular in understanding what alternatives there are and potential consequences.

Daily Mail 25 Feb 2020: https://www.thisismoney.co.uk/money/markets/article-8039237/Small-investors-blocked-voting-Sirius-takeover-offer.html which highlights the problems some shareholders are having in voting and quotes ShareSoc extensively.

The Times 25 Feb 2020: https://www.thetimes.co.uk/article/iss-and-glass-lewis-back-anglo-american-s-offer-for-sirius-minerals-3sh7c58tw which reported “ShareSoc Sirius shareholders group said ‘We have spoken with Anglo American and have requested concessions on pricing and/or on allowing existing shareholders to retain an economic interest in the project. They have very politely told us that the choice is a simple yes or no.’”

Other

We now have over 930 members of SSSG and the SSSG team have talked to many of them. We now have a list of SSSG members who are willing to be interviewed by the press.

The Sirius campaign has highlighted the difficulties of companies’ abilities of communicating with their shareholders and shareholders’ difficulties in receiving company information and exercising their right to vote and be counted. We have highlighted these issues to Anglo and Sirius and they have tried hard to communicate to shareholders.

The fundamental problem of disenfranchisement of nominee investors in shares is all too apparent and this case highlights why individual investor participation in votes is generally so low.

I have also written to the LSE and the FRC about our concerns about the nominee system, the voting process and in particular how members are counted in the Court Meeting.

 

ShareSoc is not able to give financial, legal or tax advice. Nothing in this article should be considered as investment advice, and shareholders and beneficial holders are encouraged to seek professional advice where necessary.

Cliff Weight, Director ShareSoc and SSSG Team member

Disclosure: I own shares in Sirius and Anglo, both recently acquired.

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