2 July 2015
Companhia
Mineira de Naburi (“CMdN”)
Pathfinder
Minerals plc (“Pathfinder”) Announcement of Final Results for 2015
The Owners of
CMdN, General Veloso and Diogo Cavaco, have noted the announcement of Final
Results for 2014 by Pathfinder. Again it
is a mishmash of half-truths, innuendo and worse.
·
Pathfinder has failed to disclose its cash position
at 30 June 2015, unlike 2014. Why?
·
Pathfinder’s cash burn ran at over £80,000 per month
from July 2014 to December 2014? Why?
·
What were all these directors doing? Their failed
litigation strategy has so far enriched no one but themselves?
·
Pathfinder’s current cash is £700,000 at this burn
rate, meaning it is out of cash by March 2016.
·
Yet Henry Bellingham says “there are no immediate
plans to seek…funding.”
·
Really? If they are pursuing a multi-year litigation
strategy, as he says, then how will they fund it without fresh cash?
Litigation
·
Bellingham says he has spent a year understanding
the company’s position. What took him so
long?
·
Given he was the Foreign Office minister lobbying
for Pathfinder Minerals this is a truly bizarre statement. Did he not bother to find out when he was a
Minister?
·
The Foreign Office has consistently refused to
answer Freedom of Information requests about what due diligence they did on
this case. What are they trying to hide?
·
In any case, Bellingham should now know:
o The Promoters,
Trew, Dickie, McKeon and Baldwin took possession of General Veloso and Diogo
Cavaco’s bearer shares in May 2008 without ever paying them the $10m they
promised.
o Having taken the
shares for a “Board Meeting” they put them in their office safe and never
returned them, despite promising to do so (see document below).
o As Baldwin later
commented, “Possession is 9/10ths of the law”!
o Having
expropriated the bearer shares, they then issued a wholly misleading Prospectus
to the public markets claiming to own the shares of CMdN and raised £11m, which
they have now spent on lawyers and their hugely inflated salaries, expenses and
pension pots.
·
Bellingham says Pathfinder obtained a “resounding
judgment” from the English High Court.
Who is he trying to fool?
·
The English High Court specifically rejected
Pathfinder’s claim that the famous Option Agreement was a Sale and Purchase
Agreement and furthermore confirmed that Pathfinder Minerals never paid $10m
for the shares.
·
Under Mozambique law this is breach of contract and
Pathfinder’s claim will therefore be rejected when the main case is heard in
Mozambique.
·
In any case, the UK judgment is useless as it has
been rejected by the Mozambique Supreme Court.
Bellingham should come clean and admit this instead of continuing to
mislead Pathfinder shareholders.
Conclusion
·
Pathfinder’s legal case in Mozambique is doomed and
Bellingham must know that.
·
Pathfinder will soon be unable to fund the
litigation without further financing.
·
This utterly discredited Board should resign and
return to shareholders the small amount of money they have not put in their own
pockets.
·
Bellingham claims the Board has “an open mind with
regard to the merits of a mediated settlement..”. Really? Why then did the Pathfinder Board
reject a mediated settlement in Spring 2014 which was recommended to them by
none other than Henry Bellingham and James Normand, the CFO?
·
Perhaps shareholders should be told the truth about
that.
************************
Notes
for Editors:
In
the High Court judgement obtained by Pathfinder Minerals in October 2012, the
judge correctly found that the Share Option Agreement by which Pathfinder
Minerals claimed to own shares of CMdN was indeed an option agreement, under
which the option could only be exercised upon payment of the purchase price of
US$10m, which has not been paid. Accordingly, under Mozambique law ownership of
CMdN shares never passed to Pathfinder Minerals.
To
this day, the Promoters of Pathfinder Minerals, Nick Trew, Gordon Dickie, John
McKeon and Tim Baldwin have only ever paid a total of US$100,000 between them
to purchase an Option (the “Option Purchase Price”) over shares of CMdN. They never exercised the Option or paid for
the shares.
The owners remain highly confident however that
while it is likely to take several years for this case to be finally resolved,
they will be successful in defending their rights of ownership under Mozambique
law.
Text of the scanned document below from
Gordon Dickie to Diego Cavalco on 9 May 2008
Hi Diogo
We have a board on Monday for the TiO2
project.
We need to have access to the papers held
for safe keeping at the lawyers Penningtons.
Can you send an email to the lawyers [sic] Mr Charles Brooks to allow him to pass the papers to Nick Trew in time for the
meeting next week.
I confirm that the papers will be returned
to Penningtons for safe keeping after the meeting.
Kind regards
Gordon
