Cyclic Hotline
16th Jun 2001, 20:45
Not sure if any of this is significant to the future of Bristow/OLOG, but you can never tell.
Caledonia's last posted annual report. http://www.caledonia.com/investorinfo/annrep2000/annualframeset.html
Cayzer rebels vow to keep fighting after vote defeat The Times.
BY CAROLINE MERRELL, BANKING CORRESPONDENT
THE feud that has split the Cayzer shipping dynasty, one of Britain’s wealthiest families, intensified yesterday as rebel shareholders promised to step up their campaign for a reform of the family trust.
The rebels, unhappy at the way the £260 million Cayzer Trust Company is managed, failed to secure enough support for proposals to restructure the trust.
But after the vote at yesterday’s extraordinary meeting in Trinity House, London, Sir James Cayzer, patriarch of the dynasty, announced the appointment of Gleacher & Co, the investment bank, to increase pressure on the incumbent board. Sir James disputes the valuation put on his stake in the family trust company and was hoping to win a review of its financial structure.
The shareholders, all of whom are Cayzer family members, instead backed a resolution put forward by Peter Buckley, the Cayzer Trust chairman and distant relative of Sir James, which endorsed maintaining the trust company in its present form.
Mr Buckley claims that the feud could eventually lead to disposals by Caledonia Investments, the main asset of the Cayzer Trust, where Mr Buckley is also chairman and chief executive. Caledonia holds more than 20 stakes in City institutions.
At yesterday’s EGM, which was closed to the public, shareholders questioned the board about the valuation of their shares and the future of the trust company. The rebel faction led by Sir James, who arrived in a chauffeur-driven Rolls-Royce, challenged the company’s structure and its relationship with Caledonia Investments. Sir James, the trust company’s biggest shareholder, claims that his shares are worth £40 million, compared with the £30 million offered to him by the trust company board. Shares in the trust company trade at about a 30 per cent discount to their estimated asset value.
Sir James’s backers include Lord Rotherwick and Ian Molson, a member of the Molson brewing family. The rebels together accounted for more than 25 per cent of shares in the company.
Sir James’s proposal asked the family to set up a “strategy review committee, which would be mandated to deliver within at most three months, considered unanimous recommendations to the board of the Cayzer Trust which we could support”. The review committee would have included representatives of the rebel group and representatives of Caledonia’s institutional shareholders, which include Equitable Life and Friends Ivory & Sime.
Mr Buckley said that the vote vindicated the board and its strategy. “This is a clear mandate from the shareholders to continue our longstanding strategy of taking a long-term investment perspective.”
The long-running dispute has until this year remained private. However, after a story on Citywire, the Internet news service, the row became public, putting pressure on Mr Buckley to take account of the wishes of rebel shareholders.
Whilst the Daily Telegraph has a rather different view on it all.
Cayzer Trust rallies against rebel cause
By Philip Aldrick
THE Cayzer Family Trust Company yesterday voted to reject proposals, brought by the dissident shareholder Sir James Cayzer, which would have broken up its main investment vehicle Caledonia Investments.
Thwarted: Sir James Cayzer's rebels are defeated
Sir James failed to convince many family members outside his rebel group, which holds 25pc of the trust, at yesterday's extraordinary general meeting. His resolution, to allow the 160 individual Cayzer shareholders to withdraw their holdings at a premium to the share price, was rejected by 72.8pc.
The management's existing strategy was endorsed by 73.8pc of shareholders. Peter Buckley, chairman of both Cayzer Trust and publicly-quoted Caledonia, had recommended shareholders reject the rebels' motion, claiming it could not be implemented without liquidating Caledonia.
He refused to speak to the press but said in a statement: "This is obviously a clear mandate from the shareholders to continue our longstanding strategy of taking a long-term investment perspective."
However, Sir James, who left the meeting early, claimed the discussions had been "very successful". He never expected his resolution to win approval, though he did not comment on the scale of the opposition. Instead, he claimed he had planned to use the meeting to introduce another proposal.
During the egm he called for the creation of a "strategy review committee representing [his rebel group], the board of the Cayzer Trust and the board of Caledonia to examine structural and strategic issues and to report back within three months".
He opposes the management's strategy because Caledonia shares are trading at a discount to the net asset value. Earlier he demanded the resignation of Mr Buckley, who is his second cousin and remains "a friend", from both Cayzer and Caledonian.
Arriving in a 1950 Rolls-Royce Silver Wraith, Sir James, 68, said: "He is running the trust in an autocratic way. I don't want to see the trust dissolved, I want to see Ian Molson in charge. Buckley should step down from both [Cayzer and Caledonian]."
Ian Molson, a Canadian brewing heir who married into the Cayzer family, used to work as an investment banker at Credit Suisse First Boston. He has staked his fortunes alongside Sir James. Sir James' nephews Nigel Cayzer and Lord Rotherwick are also members of the rebel group.
Sir James has been trying to reform the trust for the past four years but the row reached a head in May when he resigned from the board and accused it of "bad faith, procrastination and an outdated attitude to corporate governance and accountability to shareholders".
He said yesterday that he would not consider selling his shares. He claimed: "A lot of the family are not rich. They struggle if they want to buy a house or provide for their children."
Sir James added that his advisers, the accountants Andersen and financial boutique Gleacher, reckon Caledonia's shares are worth "four times what Buckley believes".
"I want the whole board changed," he continued. "I want Caledonia to continue under different management. I expect we will see a change in Cayzer's board within the next six months."
None of the family would comment on developments at the meeting. On leaving, one member said: "No, no. I'm off to the Adriatic."
http://money.telegraph.co.uk/money/main.jhtml?xml=/money/2001/06/16/cncay16.xml
Caledonia's last posted annual report. http://www.caledonia.com/investorinfo/annrep2000/annualframeset.html
Cayzer rebels vow to keep fighting after vote defeat The Times.
BY CAROLINE MERRELL, BANKING CORRESPONDENT
THE feud that has split the Cayzer shipping dynasty, one of Britain’s wealthiest families, intensified yesterday as rebel shareholders promised to step up their campaign for a reform of the family trust.
The rebels, unhappy at the way the £260 million Cayzer Trust Company is managed, failed to secure enough support for proposals to restructure the trust.
But after the vote at yesterday’s extraordinary meeting in Trinity House, London, Sir James Cayzer, patriarch of the dynasty, announced the appointment of Gleacher & Co, the investment bank, to increase pressure on the incumbent board. Sir James disputes the valuation put on his stake in the family trust company and was hoping to win a review of its financial structure.
The shareholders, all of whom are Cayzer family members, instead backed a resolution put forward by Peter Buckley, the Cayzer Trust chairman and distant relative of Sir James, which endorsed maintaining the trust company in its present form.
Mr Buckley claims that the feud could eventually lead to disposals by Caledonia Investments, the main asset of the Cayzer Trust, where Mr Buckley is also chairman and chief executive. Caledonia holds more than 20 stakes in City institutions.
At yesterday’s EGM, which was closed to the public, shareholders questioned the board about the valuation of their shares and the future of the trust company. The rebel faction led by Sir James, who arrived in a chauffeur-driven Rolls-Royce, challenged the company’s structure and its relationship with Caledonia Investments. Sir James, the trust company’s biggest shareholder, claims that his shares are worth £40 million, compared with the £30 million offered to him by the trust company board. Shares in the trust company trade at about a 30 per cent discount to their estimated asset value.
Sir James’s backers include Lord Rotherwick and Ian Molson, a member of the Molson brewing family. The rebels together accounted for more than 25 per cent of shares in the company.
Sir James’s proposal asked the family to set up a “strategy review committee, which would be mandated to deliver within at most three months, considered unanimous recommendations to the board of the Cayzer Trust which we could support”. The review committee would have included representatives of the rebel group and representatives of Caledonia’s institutional shareholders, which include Equitable Life and Friends Ivory & Sime.
Mr Buckley said that the vote vindicated the board and its strategy. “This is a clear mandate from the shareholders to continue our longstanding strategy of taking a long-term investment perspective.”
The long-running dispute has until this year remained private. However, after a story on Citywire, the Internet news service, the row became public, putting pressure on Mr Buckley to take account of the wishes of rebel shareholders.
Whilst the Daily Telegraph has a rather different view on it all.
Cayzer Trust rallies against rebel cause
By Philip Aldrick
THE Cayzer Family Trust Company yesterday voted to reject proposals, brought by the dissident shareholder Sir James Cayzer, which would have broken up its main investment vehicle Caledonia Investments.
Thwarted: Sir James Cayzer's rebels are defeated
Sir James failed to convince many family members outside his rebel group, which holds 25pc of the trust, at yesterday's extraordinary general meeting. His resolution, to allow the 160 individual Cayzer shareholders to withdraw their holdings at a premium to the share price, was rejected by 72.8pc.
The management's existing strategy was endorsed by 73.8pc of shareholders. Peter Buckley, chairman of both Cayzer Trust and publicly-quoted Caledonia, had recommended shareholders reject the rebels' motion, claiming it could not be implemented without liquidating Caledonia.
He refused to speak to the press but said in a statement: "This is obviously a clear mandate from the shareholders to continue our longstanding strategy of taking a long-term investment perspective."
However, Sir James, who left the meeting early, claimed the discussions had been "very successful". He never expected his resolution to win approval, though he did not comment on the scale of the opposition. Instead, he claimed he had planned to use the meeting to introduce another proposal.
During the egm he called for the creation of a "strategy review committee representing [his rebel group], the board of the Cayzer Trust and the board of Caledonia to examine structural and strategic issues and to report back within three months".
He opposes the management's strategy because Caledonia shares are trading at a discount to the net asset value. Earlier he demanded the resignation of Mr Buckley, who is his second cousin and remains "a friend", from both Cayzer and Caledonian.
Arriving in a 1950 Rolls-Royce Silver Wraith, Sir James, 68, said: "He is running the trust in an autocratic way. I don't want to see the trust dissolved, I want to see Ian Molson in charge. Buckley should step down from both [Cayzer and Caledonian]."
Ian Molson, a Canadian brewing heir who married into the Cayzer family, used to work as an investment banker at Credit Suisse First Boston. He has staked his fortunes alongside Sir James. Sir James' nephews Nigel Cayzer and Lord Rotherwick are also members of the rebel group.
Sir James has been trying to reform the trust for the past four years but the row reached a head in May when he resigned from the board and accused it of "bad faith, procrastination and an outdated attitude to corporate governance and accountability to shareholders".
He said yesterday that he would not consider selling his shares. He claimed: "A lot of the family are not rich. They struggle if they want to buy a house or provide for their children."
Sir James added that his advisers, the accountants Andersen and financial boutique Gleacher, reckon Caledonia's shares are worth "four times what Buckley believes".
"I want the whole board changed," he continued. "I want Caledonia to continue under different management. I expect we will see a change in Cayzer's board within the next six months."
None of the family would comment on developments at the meeting. On leaving, one member said: "No, no. I'm off to the Adriatic."
http://money.telegraph.co.uk/money/main.jhtml?xml=/money/2001/06/16/cncay16.xml