TORONTO, March 31 /CNW/ - Waterford Finance & Investment Limited urges
its fellow shareholders of First Calgary Petroleums Ltd. (FCP) to vote their
YELLOW proxies to remove Richard Anderson and his slate of directors in order
to stop the wasteful use of corporate funds by FCP management.
FCP ran full-page advertisements in a number of Canadian newspapers today
and during the past weekend that Waterford estimates will cost all FCP
shareholders at least C$425,000. This ad campaign, together with the
engagement of not one but three external public relations firms, is estimated
by Waterford to cost FCP shareholders a total of more than C$650,000 in less
than a month. These expenditures are in addition to the hiring of a new
vice-president of corporate communications with so-far-undisclosed
These inappropriate advertising and public relations costs are in
addition to its highly unusual engagement of two investment banks as financial
advisors in connection with the meeting at a minimum cost of $600,000.
In Waterford's view, spending over $1.2 million in this way to defend
Richard Anderson and the current Board is excessive and cannot be justified as
being in the best interests of FCP or its shareholders. FCP has no operating
revenue so it can ill-afford such irresponsible and unacceptable expenditures.
Waterford believes these expenses are being incurred for the sole purpose
of entrenching Richard Anderson as a Director and President and CEO of FCP.
In the past three years:
- Richard Anderson's compensation has more than doubled;
- Richard Anderson has received options to purchase 650,000 FCP shares;
- Richard Anderson has been awarded a $1 million "golden parachute";
- Shareholders have suffered through a decline in the value of their
FCP investment from $22.74 to $2.05 in January, 2008;
- FCP, under Richard Anderson's management, has failed to take any
steps to restore value to the shareholders' investment.
Waterford is disappointed but no longer surprised with the actions of
FCP's management-dominated board. With three management/ex-management members,
the five-member Board now appears to be willing to authorize extraordinary
expenditures of this type, at the expense of all FCP shareholders.
Waterford questions why the Anderson Board believes it is necessary to
incur major expenditures, such as the Company's announced two-week global
tour, as well as the advertising campaign, if it believes the facts actually
support the retention of Mr. Anderson as CEO.
"In seeking the removal of Richard Anderson, we have acted on behalf of
all FCP shareholders," said Michael Kroupeev, Director of Waterford. "In our
view, the current Board is dominated by directors who owe their positions to
Richard Anderson and whose interests would appear to be to see him entrenched
as CEO. With their irresponsible spending on a last-ditch attempt to save
Richard Anderson, we think the current Board cannot claim to be acting for FCP
shareholders. While his Board may support him, we do not believe shareholders
want to see this misuse of corporate funds continue."
Waterford is considering its options in order to stop this blatant waste
of corporate funds (and any other expenditures or transactions that it views
as contrary to the interests of FCP shareholders) and to recover such
expenditures from the current directors or other relevant parties. Waterford
will also seek a full and detailed analysis of these extraordinary expenses
that will allow all shareholders to judge if the current Board's spending has
been in the best interests of FCP shareholders. On behalf of FCP and all of
FCP shareholders are urged to act now to stop this misuse of the
shareholder's money by submitting their YELLOW proxies in favour of the
removal of Richard Anderson and his slate of directors.
About the Annual and Special Meeting
The Annual and Special Meeting of Shareholders is scheduled to be held in
the McKnight Ballroom at the Sheraton Cavalier, 2620 32nd Avenue N.E.,
Calgary, on April 8, 2008 at 10:00 a.m. (Calgary time).
Shareholders are reminded to vote the YELLOW proxy form so that the proxy
can be received no later than 5:00 p.m. (Calgary Time), Thursday, April 3,
2008. Detailed instructions are included in the proxy circular that was
distributed to all FCP shareholders.
Further information about voting the YELLOW proxy is available from
Kingsdale Shareholders Services at 1-866-851-2638.
Waterford is a private investment holding company which invests, with a
long-term view, in international natural resource projects, including oil and
gas, exploration, development and production companies.
For further information:
For further information: Visit: www.yourFCP.com; Investors, Kingsdale
Shareholder Services, 1-866-851-2638; Media, John Lute, Lute & Company, (416)