Horizon Capital Management Inc. released a public statement today calling upon all shareholders of Americas Petrogas Inc. to vote against the special resolution at the company’s annual meeting that would approve the sale of all of the outstanding common shares of Americas Petrogas Argentina S.A. to Tecpetrol International S.A. and its partners.
The meeting is scheduled for July 29.
“Horizon believes that the proposed transaction undervalues the company, is opportunistic given current market conditions, inappropriately incentivizes management and insiders of the company at the expense of the minority shareholders, and is not in the best interests of the company or its shareholders,” Horizon senior adviser Juan Argento said.
In the statement shareholders said they are disappointed with the terms of the proposed transactions because:
• The proposed transaction completely changes the nature of the business of the company.
• The valuation of the proposed transaction is unattractive.
• It is a terrible time to sell.
• The board is misleading shareholders with statements in the management
• The company is unnecessarily giving away most of its upside.
• The proposed transaction is not providing any cash consideration to the shareholders while rewarding insiders and management.
• The interests of the largest shareholder in the company, Indian Farmers Fertilizer Cooperative Ltd. might not be aligned with the interests of the rest of the shareholders.
• The board has not outlined a clear plan for the company.
