Each one in plain English, with the numbers worked through for a shareholder.
3 Oct 2017debt default or forbearance● Neutral
MEC reiterates that it disputes the BPH and Grandbridge demands, saying no formal agreement exists and no evidence has been provided. It will defend vigorously, reserves rights to damages, and says its own District Court action against BPH continues.
BPH says it has received an application for summary judgment on MEC's $270,000 writ. It will defend and counterclaim $388,050. A court application in the BPH loan dispute, which has no ruling yet.
BPH says it issued notices of demand on 26 September for loans due 30 June 2017: $225,486 against MEC and $164,744 against Advent. The amounts add to the disputed claims, which MEC contests.
Grandbridge says it issued notices of demand on 26 September for loans due 30 June 2017: Advent $274,005, Asset Energy $114,223, MEC $42,203 and Onshore Energy $21,445. These are further claims against MEC and its subsidiaries.
2017 annual report. The chairman describes a tumultuous year after Breeze's termination, citing extra costs from two meetings, the Takeovers Panel and recovering property. PEP11 2D seismic is now expected late 2017 or early 2018. Repeats known events.
Cover announcement for the share purchase plan, repeating its use of funds for Advent's PEP11, EP386 and RL1, working capital and $20,000 of costs. Updates the PEP11 seismic timing to late 2017 or early 2018, with the revised plan due by 15 October. EP386 has conditional approval for suspension and extension.
MEC offers eligible shareholders a share purchase plan at a 20% discount to the five-day VWAP, with expenses estimated at $20,000. Funds mainly go to Advent, including PEP11, plus working capital. The offer document also says the board wants to diversify its portfolio. No total raise size is given in the text provided.
Grandbridge, chaired by Breeze's side, has served a writ for $340,692 over termination payments under 2005 and 2008 services agreements: $212,052 against MEC and $128,640 against Advent. Adds another claim to the ongoing disputes.
MEC says it received Grandbridge's writ, believes it has no legal merit and will defend it strongly. It says it was advised no funds are owed and notes Grandbridge has been suspended since June 2017 with $56K cash. This responds to the $212,052 claim against MEC.
BPH confirms receiving MEC's writ for $270,000 plus interest and costs. It will defend and counterclaim $388,050 plus interest and costs. BPH's claim differs from the figures in MEC's own announcement.
MEC sued BPH in the WA District Court to recover about $353,133 it says is owed under the 2014 loan. It says BPH never made an acceptable settlement offer after the withdrawn statutory demand. This ends the July settlement pause with BPH.
Preliminary results for year to 30 June 2017: net loss $900,893 (2016: $1,034,477), net assets down $382,366 to $28.46M. Recaps the Breeze dispute, the 2.8c rights issue raising $638,081 and Moore's appointment. Full-year figures largely repeat known events.
NOPSEMA's initial assessment of Advent's PEP11 2D seismic environment plan asked for changes and resubmission, which Advent expects to take about 30 days. The company calls this standard procedure. It adds a step before the survey can be approved.
June quarter: cash rose to $603K from $280K after $622K of share issue proceeds, with $289K operating outflow. Advent lodged its PEP11 seismic environment plan; survey targeted late Q3 2017. Directors still work for $1 a year; BPH/Grandbridge claims suspended.
BPH's announcement confirms MEC's statutory demand is withdrawn and a settlement conference will be held. It attaches MEC's same-day update. Repeats MEC's 21 July announcement.
Duplicate of the BPH announcement on withdrawal of MEC's statutory demand and the planned settlement conference, attaching MEC's 21 July update. Nothing new.
MEC withdrew its statutory demand on BPH and agreed to a settlement conference with BPH and Grandbridge to seek global resolution. All claims are suspended meanwhile. MEC says it is not giving up the amounts it says it is owed.
Advent has lodged its environment plan with NOPSEMA for the PEP11 2D seismic survey over the Baleen prospect. Approvals averaged 125 days in 2016; Advent hopes for faster. A three-to-four-day survey about 30km south-east of Newcastle is targeted for Q3 2017.
MEC rejects BPH's claimed set-off as contrary to the loan agreement terms and wrong at law, and says it does not know the factual basis for BPH's claims. It will not withdraw its statutory demand.
BPH Energy says it received MEC's $338,050 demand on its loan, but claims a set-off using $348,564 assigned from Grandbridge plus $39,486 of existing debt. It says only $49,999.69 remains owing by MEC and will seek to set aside the statutory demand.
MEC questions whether Grandbridge's s203D notice is valid and says no meeting has been convened, so shareholders need do nothing. It says the same resolutions were already rejected and intends, subject to legal advice, to prevent another meeting.
Grandbridge and Breeze-linked holders say they have given notice to remove directors Goh, Yap, Ambrosini and Yu and will convene a meeting under s249F, nominating Fontaine and Huston. This is a fourth attempt at the same board change that failed earlier in 2017.
The Venture Capital Board granted MEC a further two-year exemption, to 5 August 2019, from the Pooled Development Fund 30% cap. This lets MEC invest another $1.5M in Advent, resolving the open extension request and protecting funding for PEP11 and EP386 work.
Advent has appointed SLR Consulting to assess marine noise from the planned PEP11 2D seismic and has found a navigation services provider. Fishermen's stakeholder meeting set for the following week in Newcastle. Environment plan still needs NOPSEMA approval; survey still expected Q3 2017.
Breeze-linked parties withdrew the third meeting notice. MEC also explains its Pooled Development Fund 30% investment cap: the existing exemption expires 5 August 2017, and a further extension was requested on 24 March. If refused, further Advent funding would be limited to about $1.07M.
MEC clarifies that the 'vote for' recommendation in the Breeze-linked section 249F notice is not the company's. The board does not consider the resolutions in shareholders' interests and recommends voting against all of them.
The rights issue closed having raised only $638,081 at 2.8c (20.5M entitlement and 2.3M shortfall shares), against up to about $2.8M sought. Remaining shortfall may be placed by directors within three months. Breeze-linked parties did not take part.
MEC says Breeze, Trandcorp and Grandbridge issued a third notice requisitioning a shareholder meeting. The resolutions were already rejected at the February and March meetings. The board is considering legal options and sees no point in another meeting.