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As long as he's getting paid for his services, he will serve. Once those payments stop, he will withdraw, just like Akin Gump, Taylor English, Mourant, the group in California and all the ranks of stiffed lawyers that have gone before.
As you've mentioned before, the decision to allow the loan notes held by Outrider to go into default was terrible in hindsight. One that could have been cured and bought at least another year by handing over a few million shares from SN and ZM to Outrider, and which would not have affected the balance of power among equity holders. Their rage and fury against Hope blinded them and unleashed a cascade of events that ended in disaster. The fiduciary case against Hope was weak sauce and resulted in revelations that caused departure of the Nomad, delisting, etc.
Moreover, if you read the arbitration ruling, the panel ultimately concluded that no discoveries had been made and no commercial feasibility established outside the Soviet era "exploitation area," which is the 1% they were allowed to retain. Looking at the amount of money the GOGC spent on the arbitration and their actions post-ruling of trying to get the whole thing back by declaring material breach, it seems to me the Georgians tired of the 20-year lack of success and constant financial problems and wanted them out, by any means. It appears they may have the chance of getting the remainder back, as they've now gotten in the middle of the purported transfer of FEGL to Green Capital.
Seems to me the most viable causes of action for AIM investors would be:
1. Against the NOMAD Cairn for its failures in properly regulating disclosure in the months and years leading up to delisting. The misleading disclosures about drilling results and failures to fully disclose the terms of the lending documents (specifically interest) with Outrider could be actionable. They would probably in turn blame the directors and try to suck them into any lawsuit, because ultimately the directors are responsible and the NOMAD is susceptible to lies and withholding of information by the directors. Cairn at least is present in the UK and has assets.
2. Against the directors or the company for defrauding investors through false or misleading disclosures. However, none of them have a presence in the UK or assets in the UK (or in the case of Frontera, any assets at all).
Not all the $500 million was through AIM. Some was private placements of loan notes, to investors in the UK US and Greece. The number reflects the investments in operations in Georgia.
Everyone should have a read of the Arbitration Award filed as Exhibit E to "Counter-Defendant Zaza Mumulaishvili's Objections to the Second Amended Declaration of Steve Nicandros." It is a sad and sordid tale of incompetence and poor results over many years. With respect to the claims of massive resources, there are two expert reports by Gaffney Cline produced by the GOGC that post date anything done by Frontera, 2018 and 2019. Although not attached to the award document, it would sure be interesting to see what those had to say. Also very interesting and depressing is the fact that by the time of the evidentiary hearing in 2020, Frontera was completely without counsel, having had two law firms resign and then Levan resign. Moreover, ZM and SN declined to appear at the evidentiary hearing and said none of the expert witnesses could appear at the hearing. Therefore, at an evidentiary hearing to decide the fate of a large block supposedly containing massive resources in which $400-$500 million had been invested, they could not even muster the wherewithal to appear or hire counsel. So all of GOGC's witnesses and statements went uncontradicted. An absolute travesty.
I seem to remember in one of the interviews posted on here last Fall that ZM claimed to be the "largest creditor" and alternately that Outrider would have a significant role to play going forward after the restructuring. So it may be the $5.8 million and Green Capital are linked to them somehow. He also claimed that he still had a role in FEGL and FRGC even after his dismissal from FRC, which while technically true, he failed to mention that it was being delinked from FRC in the liquidation process. He also failed to mention that the "restructuring" was removing the asset from the FRC umbrella. Were FRC completely unaware of all this as suggested, to the point of sending positive emails to some posters about the restructuring process and the future? Again, what a mess.
One of the statements in SN's papers is completely disingenuous--that for reasons unbeknownst to Frontera, the transfer of the PSC interest from FRGC to FRUS did not go through, and that an administrative error left the interest in the hands of FRGC. The reason it didn't go through is the arbitration panel ruled it was in violation of the PSC. ZM says so in his declaration and attaches a copy of the arbitration award highlighting where it says so. The Cayman documents purporting to show the interest being awarded to Green Capital in liquidation can't be opened to verify ZM's statement, but assume it's likely true. This doesn't mean ZM has clean hands. If his family owns Green Capital, and he was GM of FRGC and FEGL, then he's responsible for the default by FRGC of the contract with Green Capital and now he's benefitting from that default. What a mess.
The attached arbitration award is the same one that got posted on here a year ago and was removed after the poster was shouted down by other posters.
There's a host of new documents filed since Friday. In particular, an amended counterclaim of Frontera seeking an injunction against ZM states the following:
4. Just recently, in April of 2021, Frontera has discovered that Mr. Mamulaishvili is
using Frontera's brand to operate shadow unauthorized companies (the "Fake Frontera
Companies") that he created and orchestrated to be owned by his family members to conduct
business associated with Frontera's holdings out of the view of Frontera's board of directors. He
has clandestinely and illegally moved all of Frontera's assets in Georgia to one of the Fake
Frontera Companies in the country of Georgia, Green Capital, LLC, which is also family owned,
in order to hijack and steal all of Frontera's assets.
5. In particular, Green Capital, LLC, is 100% owned by Mr. Mamulaishvili's cousin
and operated with the help of other family members, including his son and daughter. Mr.
Mamulaishvili is in the process of seizing Frontera's assets in Georgia and registering Green
Capital as the owner of Frontera's holdings despite the Company having invested hundreds of
millions of dollars in these holdings. Frontera has no adequate remedy at law as Mr.
Mamulaishvili is unable to respond in damages, and has transferred all of his assets out of Texas
and the U.S. See, Exhibit 1, Declaration of Steve Nicandros at paras. 14-16. Unless enjoined
immediately, Frontera will lose everything through Mr. Mamulaishvili's ongoing actions which
constitute conversion and also are in violation of his covenant not to compete.
Typical. Would have expected nothing less from the great dilatator.
They say nothing because they have nothing but embarrassing developments.
Phil, a lot of the subsidiary companies were liquidated, but not FRC.
Frontera Resources Corporation, the entity in which the (formerly) public shareholders hold shares, is still a Cayman entity. So any action or requirement for a shareholder meeting needs to be analyzed in terms of Cayman law and the existing Articles of Association. Those used to be posted on their website when they were listed. Mole or someone has a copy, as they've been referred to from time to time on this board.
It will be good news for a couple of years. Longer term, the greenies and warmists are making significant gains in trying to phase out hydrocarbons, and the high prices will accelerate the demise. There will be lots of valuable resources that stay in the ground. As someone who loves this industry, I find that very sad and unnecessary. Full cycle energy inputs for mining, manufacturing and disposal that goes into batteries, solar panels, windmills and other alternatives, as well as buildout of the infrastructure to electrify everything, are never taken into account.
Some on here have the theory that the ZM v SN / BOD is just a ruse to run down the D&O policy. ZM has stated before that he's still involved. It's possible that while he was removed as a director of FRC, he remains a director of FEGL, the Georgian entity that holds the license and directly runs the operation.
Stay quiet, don't want to interfere with the court cases, err, arbitration, err, SM deal, err, restructuring with cash infusion, err, cashless debt for equity swap, err, management reshuffling ... or whatever is happening now.
I once invested and lost my a$$ in a project in which the founder had invested his entire net worth (he lives with his kids now). I thought no one would take that kind of risk unless they were absolutely certain of success. Wrong. There could be other reasons, including arrogance, pride, an "I'll show you" mentality, that keeps SN throwing his father's money into this thing. Or the resource could really be there. No one will know until a competent, well funded team takes over.
I know this is a controversial position around here, so flame away, but I don't think Hope is necessarily as bad as advertised. Is he a shark? Yes. He bought the bonds at a huge discount and leveraged that into a board position and putting the Company in default to try to make a buck. It was within his legal rights to do so under the terms of the various agreements. It happens all the time in corporate world. The company should have paid the bills to avoid the default or SN and ZM honored their personal guarantees to hand over some shares. He almost engineered a sale of the company, which I'm sure many now wish had happened given all the pain and suffering over the last few years, but that was scuppered by ZM and SN, who wanted to maintain control. He is blamed for blocking financing, but the only thing he blocked was ZM coming in a t a senior position to him. ZM was free to have junior debt or equity. Finally, according to emails in the Cayman case, he was the one always insisting on better governance , better info for the board, etc. What has now been further revealed in the recent court documents is that internal governance was abysmal. So maybe he was right. If the asset has any value, it would greatly benefit from a new team, IMO.
Both parties are historically economical with the truth. In this case, ZM appears to have been caught out. He states in the lawsuit he knew nothing about the PPP, SN produces text messages showing actually he did know.
Lan Bentsen and his father Lloyd were founders. Lloyd died in late 90s early 2000s. Lan left in 2010. LeBlanc was there in 2009-10 time frame. These are old names that are popping up. Seriously doubt the band is getting back together for no pay and uncertain prospects.
With illicit PPP funds.