SOURCE: Concerned Shareholders of Aberdeen International Inc.

January 12, 2015 20:29 ET

Concerned Shareholders of Aberdeen International Inc. Highlight Their Capital Return Commitment When Elected

TORONTO, ON--(Marketwired - January 12, 2015) -

  • Cash return of at least $0.15 per Aberdeen share to be implemented immediately (greater than 100% of the current Aberdeen share price)
  • Plan to maximize and crystalize the value of Aberdeen's entire investment portfolio, which will likely lead to further capital returns to shareholders
  • Strategy to recover ill-gotten gains from insiders including $0.03 per Aberdeen share transferred to insiders through the private placement completed in November 2014 (in excess of 20% of the current Aberdeen share price) for which court proceedings have already commenced
  • Only change can maximize the value of Aberdeen. The current Directors' plan does not commit to capital returns, recovery of ill-gotten gains or specific cost reduction targets. At historical rates of performance Aberdeen could be worthless in 2 years

Today, funds controlled by Meson Capital Partners LLC ("Meson Capital") and Nightscape Capital (UK) LLP ("Nightscape Capital", collectively, the "Concerned Shareholders") holding shares representing approximately 9% of the issued and outstanding shares of Aberdeen International Inc. ("Aberdeen" or the "Company") highlight their commitment to maximize value for all Aberdeen shareholders including a commitment to a return of capital of at least $0.15 per share.

Immediate Capital Return to Shareholders of at least $0.15 per Aberdeen Share

The Concerned Shareholders have established a plan to maximize the value of Aberdeen for all shareholders which includes a commitment to an immediate capital return of at least $0.15 per Aberdeen share. Based on Aberdeen's closing share price on 12 January 2015, the size of this capital return is greater than Aberdeen's current share price. After completion of the proposed capital return Aberdeen will still have net asset value exceeding $0.20 per Aberdeen share which the Concerned Shareholders believe their plan will maximize for the benefit of all Aberdeen shareholders. 

Aberdeen's current shareholding in Rio Alto Mining is a non-core asset for the Company which the Concerned Shareholders believe can be quickly monetized without a detrimental impact to its value. The Concerned Shareholders intend to monetize this asset immediately upon their nominees being elected to the board and immediately commence steps to return the net proceeds to shareholders. The value of this shareholding underpins the proposed capital return of $0.15 per Aberdeen share. 

The Plan To Maximize Aberdeen's Value for the Benefit of ALL Shareholders

Only the Concerned Shareholders have a plan to maximize the value of Aberdeen for all shareholders. In addition to a detailed plan to realize maximum value for Aberdeen's investment portfolio only the Concerned Shareholders will act to recover insiders' ill-gotten gains for the benefit of ALL Aberdeen shareholders. 

Specific actions contemplated include:

  • Opposing the Highly Dilutive Private Placement Completed in November 2014: the Concerned Shareholders believe this oppressive transaction transferred approximately $0.03 per Aberdeen share of value away from shareholders to insiders. This value transfer represents in excess of 20% of the current Aberdeen share price. The Concerned Shareholders have already commenced court proceedings in relation to this transaction, which if successful will benefit all Aberdeen shareholders
  • Excessive Compensation, Questionable Related Party Transactions and Other Breaches of Fiduciary Duty: The Concerned Shareholders' plan envisages investigation and scrutiny of all payments or obligations made to Aberdeen insiders and related parties to seek recompense on behalf of Aberdeen where a breach of legal fiduciary duty has occurred. The Concerned Shareholders have identified a number of questionable transactions that will be the target of immediate investigation
  • Tax Losses: the abysmal investment outcomes overseen by the current Directors have resulted in material tax losses. The Concerned Shareholders will actively explore options to realize value from this hidden asset

Only The Concerned Shareholders Can Deliver Value Maximization

Only change can maximize value for Aberdeen. Contrast the following:

  • Capital Return: The Concerned Shareholders will immediately return significant capital to shareholders. The incumbent directors have made no commitment regarding capital return and have not returned capital to shareholders since 2012
  • Recovery of ill-gotten gains: The Concerned Shareholders have already commenced legal proceedings to reverse one transaction and will forensically investigate all historical related party dealings to seek recovery of ill-gotten gains for the benefit of all Aberdeen shareholders. Because the incumbent directors lack true independence from Stan Bharti and Forbes & Manhattan they appear unwilling to undertake these actions to the ultimate detriment of Aberdeen shareholders
  • Cost Savings: the Concerned Shareholders have committed to reduce compensation by 80% and operating costs by 60% to bring Aberdeen in line with comparable companies. Aberdeen insiders paid themselves $13 million over the past 3 years and unsurprisingly have made no specific commitments regarding cost reduction

The incumbent Directors have overseen shocking value destruction and have failed to outline a detailed plan for change. At historical rates of performance Aberdeen's value could be destroyed or transferred to insiders and related parties within the next two years, leaving shareholders with nothing.

Vote Your GOLD Proxy Now

Even if shareholders have already voted using management's form of proxy, shareholders can still change their vote by voting the GOLD proxy, as only the latest dated proxy will be counted at the Requisitioned Meeting. Vote the GOLD Concerned Shareholder proxy no later than 5:00 p.m. (Toronto time) on January 29, 2015 to FREE ABERDEEN.

For assistance and ease with voting your GOLD proxy, please contact D.F. King Canada (toll-free) at 1-800-926-7043 or visit www.freeaberdeen.ca where the GOLD proxy can be easily voted by clicking on the "Vote Now" button.

About Meson Capital Partners LLC and Nightscape Capital (UK) LLP

Established in 2009, Meson Capital is a registered U.S. investment advisor based in San Francisco, USA. Meson Capital is managed by Ryan Morris, a Canadian citizen born in Toronto, Ontario. 

Nightscape Capital is an FCA regulated investment advisor based in London, United Kingdom. 

Cautionary Statement Regarding Forward-Looking Information

Certain information in this press release may constitute "forward-looking information", as such term is defined in applicable Canadian securities legislation, about the objectives and intentions of Meson Capital and Nightscape Capital as they relate to Aberdeen and Aberdeen shareholders and other matters. All statements other than statements of historical fact may be forward-looking information. Material factors or assumptions that were applied in providing forward-looking information, include, but are not limited to, Aberdeen's future growth potential, its results of operations, future cash flows, ability to monetize assets for stated book value, the future performance and business prospects and opportunities of Aberdeen and the current general regulatory environment and economic conditions remaining unchanged. Should any factor affect Aberdeen , Meson Capital or Nightscape Capital in an unexpected manner, or should assumptions underlying the forward-looking information prove incorrect, the actual results or events may differ materially from the results or events predicted. All of the forward-looking information reflected in this press release is qualified by these cautionary statements. Forward-looking information is provided and forward-looking statements are made as of the date of this press release and except as may be required by applicable law, each of Meson Capital and Nightscape Capital disclaims any intention and assumes no obligation to publicly update or revise such forward-looking information or forward-looking statements whether as a result of new information, future events or otherwise.

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Contact Information

  • For further information:
    Investor Inquiries:
    D.F. King Canada
    North American Toll Free: 1-800-926-7043
    International Collect Call: 1-201-806-7301
    inquiries@dfking.com