Each one in plain English, with the numbers worked through for a shareholder.
25 July 2025director officer appointment▼ BadMajor
All directors were removed by shareholder vote at the 23 July meeting, leaving the company below the three-director minimum. A meeting will be called solely to appoint new directors; shares stay suspended meanwhile. The requisitioners succeeded in removing the board.
Rory McGoldrick announced his resignation as a director, effective 23 July, saying he tendered it before the general meeting held that day. A later announcement found the resignation ineffective.
ASX suspended Winchester shares because the company no longer has enough directors to meet the three-director minimum under the Corporations Act. Suspension continues until the company complies with the Listing Rules.
Letter notifying shareholders of a general meeting on 23 July 2025 in Perth, with proxies due 21 July. The Chair intends to vote against Resolutions 1-4 and in favour of 5-7. Resolutions are not detailed in the letter (inferred to be the requisitioned board changes).
16 June 2025material agreement termination▼ BadMajor
Winchester terminated its non-binding Peru term sheet with Jaguar Exploration, citing continued increases in the work program and budget. The offshore Peru plan announced in March is dropped; the company says it keeps searching for projects and maintaining US production.
12 June 2025security holder rights change▼ BadMajor
A second requisition, from Hugh Wallace-Smith, Darby SMSF and Rojo Nero Capital, seeks to remove Rory McGoldrick and Iain Smith and appoint Yann Cherruau. Together with the 10 June notice, it targets most of the board. Company is seeking legal advice.
10 June 2025security holder rights change▼ BadMajor
Shareholders Chetan Enterprises and Azuree requisitioned a general meeting to remove chairman Lloyd Flint and director Ricardo Garzon Rangel, and to appoint Frances Lai. The board is taking legal advice. This opens a board control contest.
Resolutions 1 to 6 were passed by poll, and Resolution 7 was withdrawn. The re-election of Ricardo Garzon Rangel drew a large against vote, about 46% of discretionary proxies, while the other resolutions had little opposition.
Westex abandoned its lawsuit over Winchester's 2022 Group Prospect farm-in, and the Nolan County court dismissed all claims with no damages or costs. This resolves the open US$413,500 claim; no further action is expected.
March 2025 quarter revenue was A$578k (US$363k) with production steady at 74 boepd; cash US$501k. Repeats the Peru term sheet with Jaguar (80% interest if granted). Group 39 well was plugged and abandoned.
Notice of the 29 May 2025 AGM: remuneration report, re-election of Iain Smith and Ricardo Garzon Rangel, a 10% placement mandate, and confirming Hall Chadwick as auditor. Also seeks approval for up to 167M consideration shares (apparently for the Peru deal, an inference).
FY2024 annual report: net production averaged about 73 boepd (28,841 boe) and WI revenue was US$1.85M at US$77.18 per barrel. Varn waterflood remains unfunded, with 2P of 1.068 mmboe. Financial statements were truncated, so no profit or cash figures are given.
Non-binding term sheet with Jaguar Exploration to jointly apply for two offshore Peru exploration blocks (~8,060 km2). If granted, Winchester would operate with 80%, paying Jaguar US$270k cash plus US$300k in shares at 0.3c (~160M shares). Outcome expected in two to three months. This is the first step in the new-projects search.
December 2024 quarter revenue was A$567k (US$352k) with production steady at 73 boepd. Staff and admin costs fell further and cash was US$511k, with no debt, after a US$53k currency loss. Board is still reviewing new project opportunities; no operational news.
Directors took 50% of the performance rights shareholders approved on 4 December 2024, 60M in total. They vest if the 20-day VWAP exceeds A$0.006 (Class A) or A$0.01 (Class B), against a share price of about A$0.002.
Letter notifying shareholders of a general meeting on 4 December 2024 in Perth, with proxies due 2 December. The letter itself gives no agenda detail; a later announcement links the meeting to director performance rights.
Zane Lewis resigned as company secretary; Daniel Smith and John Kay became joint company secretaries from 1 November 2024. The registered office moved to Level 8, 99 St Georges Terrace, Perth. Administrative change.
September 2024 quarter revenue was A$553k (US$370.5k), down from A$727k, with production 73 boepd (92 prior) after workover outages at White Hat wells. Staff costs fell 47.7% to US$139k as cost cuts took effect; cash US$670k, no debt. New project reviews continue.
Appendix 5B for the September 2024 quarter: operating cash outflow US$56k and US$114k investing outflow, offset by US$218k net from financing. Cash ended at US$670k with no debt; the company estimates about 3.9 quarters of funding.
Petra Cotes, a shareholder controlled by executive director Rory McGoldrick, gave notice of a resolution to remove director Larry Liu at a general meeting. This signals a board dispute following Liu's staying on despite the June announcement.
Half-year report to 30 June 2024: net production averaged 101 boepd and realised oil price was US$81.79, with no hedges. Board now includes McGoldrick, Smith, Garzon Rangel, Flint and Liu. Financial statements are truncated, so no profit or cash figures are given here.
Larry Liu did not step down on 31 August 2024 as stated in the 12 June announcement; he remains a non-executive director. This corrects the earlier board restructure announcement.
Westex Resources sued Winchester in Nolan County, alleging it failed to perform farm-in work commitments on the Group Prospect (75% WI acquired June 2022) and claiming US$413,500. Winchester says it will defend the claim.
June 2024 quarter revenue was A$727k with production 92 boepd; cash US$597k, no debt. A cost cut targeting over US$500k annual savings, including US staff cuts, follows FY2023 costs exceeding US$3.2M against US$2.77M revenue. No new wells or workovers.
18 July 2024capital raising announcement● NeutralMajor
Entitlement offer closed with applications for $343,791 (114.6M shares at $0.003), well short of the roughly $765,000 maximum. About 140.5M shares remain as shortfall, which the board may place within three months.
What it means for a shareholder
115m new shares at A$0.003 to raise about A$343,791. That's 12% dilution: every existing holder's slice gets 12% smaller. If you held A$1,000 of shares (333,333 at the issue price), your slice goes from 0.0386% to 0.0341% of the company. To keep it you'd need 44,223 more shares - about A$133 at the issue price.
Offer document opens the 1-for-4 non-renounceable entitlement offer at $0.003 per share, to raise up to about $765,000. It closes 12 July 2024. Terms repeat the 19 June announcement.