Halloween might still be some weeks away but we can expect fireworks this morning at NTR's annual meeting in the Conrad Hotel in Dublin as disgruntled shareholders vent their frustrations at the company's strategy. Pageant Holdings, a Dublin-based family investment house that owns 10 per cent of NTR, is expected to send a rocket to the board over what it believes are shortcomings in its corporate governance and excessive remuneration to executives and directors.
Pageant and One51, which owns 23.5 per cent of NTR, have been agitating for some time for the board of NTR, which is chaired by Tom Roche, to sell its wind assets in the United States and use the proceeds to fund a tender offer for shares that would allow investors to cash out of their positions in what is an unlisted plc.
They have also made it clear to the board that they have no interest in the company’s stated strategy to invest in wind assets in Ireland, Britain or Scandinavia, involving up to €50 million in equity.
Over the past few weeks, Pageant, One51 and Woodford Capital, an investment vehicle controlled by Roche and his family that owns 39 per cent of NTR, have held talks to try to knock out an agreement on these matters. Those talks broke down in July.
One51 is also expected to air its difficulties with the company's strategy. Its position is somewhat complicated by the fact that One51's chief executive Alan Walsh is a member of NTR's board.
In an added twist, Pageant is a 10 per cent shareholder in One51.
It’s a good old-fashioned corporate row that emerged into the public arena in the past couple of weeks and has many moving parts.
There are nine resolutions on the AGM’s agenda although, remarkably, none of them relate to the proposals that have been worked on by Woodford, One51 and Pageant. It seems highly likely that Pageant will either vote against or abstain on certain resolutions. And it could become a drawn-out affair if, as seems likely, polls are sought by some shareholders. The match is about to be lit. It just remains to be seen what damage is caused when the fireworks go off.
