Artisan (UK) PLC
31 August 2000
Salient Points from the Artisan (UK) plc circular to enterpriseAsia.com plc
shareholders dated 31st August 2000.
The current investment strategy of the EPA board has to be challenged
before further dissipation of the company's gross assets erode any
serious prospect of increased shareholder value.
EPA's investment strategy consists of no more than 'lets stick with what
we have got'. Assuming they are successful it will only result in value
to existing shareholders in three to five years time, assuming such
investments could be sold at a profit.
Artisan is convinced that a merger of EPA with a single profitable business,
rather than a strategy of taking a variety of largely minority stakes in
start-up companies, will enable shareholder value in EPA to be realised.
Artisan can introduce a number of viable merger candidates but has had no
mandate from the EPA board to do so.
It is Artisan's intention to ensure that the EPA board as a whole worked
together to bring about the change in EPA's strategy which is essential to the
delivery of enhanced shareholder value.
The enterpriseAsia circular of 23rd August contains 'highly emotive and
inaccurate statements with the sole intention of deflecting EPA shareholders
from the real issues' - namely -
Since the formation of EPA and £12 million of shareholders money was
taken the investment climate has changed radically.
Artisan obtained a significant number of shares in EPA from outgoing
Chinese shareholders and investment funds - an indication of the unease
surrounding the prospects of start-ups in the Asian markets.
Recent research by WestLB Panmure supports Artisan's view that the most
recent 'correction' in the internet sector is 'far from over'.
The directors of EPA, however, have displayed an unhealthy appetite for
spending shareholders' money as quickly as possible since being asked to
re-think their strategy.
Despite the substantial change in the global investment climate, EPA
directors admit they are 'closely following the strategy set out in the
prospectus' which is dependent on suitable companies being identified for
investment.
Consolidation is widely expected within the sector. On 29th August, The
Financial Times reported the proposed auction next month of the assets of
more than 30 Chinese dot.com companies.
Until the requisition of the EGM the EPA board continually frustrated
attempts by Artisan to enter into a sensible dialogue about the company's
future.
Statements by EPA of 23rd August are misleading.
The offer to Artisan of two seats on the Board of EPA was subject to
wholly improper conditions and was faxed to Artisan as its circular of
23rd August was being sent to the Press and shareholders.
The possibility of exploring a merger with Weatherly International plc
was initially encouraged by the directors of EPA and emerged from early
discussions with the directors and advisers of EPA
Artisan (UK) plc is the largest single shareholder in EPA with a holding
representing 21.84% of the equity. No director of EPA has any
significant direct personal shareholding in the company.
Artisan has received two conflicting statements regarding the director's
interests in EPA. An unsolicited statement from EPA's lawyers, one of
whose partners is company secretary of EPA, but who is not a director,
alerted Artisan 'to the possibility of errors in the Register of
Directors Interests located at the Company's Registered Office'. Requests
for clarification and confirmation of compliance with statutory
requirements remain outstanding.
Artisan's action is not an opportunistic attempt to obtain EPA's cash assets.
Artisan's proposals are motivated solely by the desire to enhance shareholder
value for the benefit of all shareholders.
Artisan's proposals are not, and have never been, designed to achieve control
of the EPA by the back door and no offer has been made by Artisan to the board
of EPA.
Enquiries:
Artisan (UK) plc 01480 436 666
Stephen Dean, Chairman Mobile 07759 321146
Chris Musselle, Finance Director Mobile 07759 336891
Seymour Pierce Limited 020 7648 8700
Sarah Wharry
Boswell City Financial PR Limited 020 7583 2001
Glenda Boswell Mobile 07768 235 735
Rodney Johnson Mobile 07787 530 592
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