FORMER First Minister Alex Salmond has moved one step closer to playing a major role on how The Scotsman newspaper is run after activist investor Custos Group finally requested an extraordinary general meeting at its publisher Johnston Press.
Media investment company Custos, which owns 20 per cent of Johnston Press’s shares after building its position from a standing start in June, has told the company’s board that it wants to remove interim chairman Camilla Rhodes and audit committee chair Michael Butterworth and replace them with Mr Salmond and former Evening Standard chief executive Steve Aukland.
Custos chief executive Christen Ager-Hanssen, a Norwegian billionaire who made the request for the meeting through his lawyers at City firm Mishcon de Reya, has been preparing to make a move on the company for a number of weeks.
Last month Mr Ager-Hanssen confirmed that he was seeking to oust Johnston Press chief executive Ashley Highfield and chief financial officer David King as well as Ms Rhodes and Mr Butterworth due to his belief that “the company is totally mismanaged”.
“The management are taking out huge fees without actually contributing to the value of the company and the company needs to rebuild its business model,” Mr Ager-Hanssen said at the time.
That move was thwarted, however, due to a so-called poison pill clause in a bondholder agreement signed when Johnston Press issued £220 million of debt that will become due for repayment in June 2019.
Under the terms of the clause the debt would have had to be repaid immediately if new directors were not approved by existing directors but nevertheless formed the majority of the board.
Currently Johnston Press has seven directors, made up of Mr Highfield, Mr King, company secretary Peter McCall, Ms Rhodes, Mr Butterworth and two other non-executives.
Mr Ager-Hanssen has kept up the pressure on the company in recent weeks, building his shareholding from 13 per cent on October 20 to just over 20 per cent now and last week bringing Mr Salmond on board to “save Johnston Press, reinvigorate its staff and transform the company into a digital media powerhouse”.
Mr Salmond said at the time that he was joining forces with Mr Ager-Hanssen in a “quest to revive the ailing company under fresh strategic direction”.
Johnston Press has agreed to Mr Ager-Hanssen’s demand to hold an EGM and said in a note to the London Stock Exchange that its board “is consulting with its advisers and will update its shareholders with regard to the timing of the general meeting in due course”.
In the meantime, Mr Ager-Hanssen has moved to block the company from voluntarily revamping its board ahead of the EGM by asking that anyone other than Mr Salmond or Mr Aukland be removed from office if they are appointed between now and the meeting taking place.
Shares in Johnston Press reacted reasonably positively to the news yesterday, opening marginally up at 13.75p and rising by a penny over the course of the day.
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