Takeovers Panel & Transparency

For the sake of the majority of shareholders one can only hope that Mr Hedley is successful, via the ASIC and Takeovers Panel, in not only uncovering the names of the ultimate beneficial owners of the Trans Global and Sierra Gold shareholders (achieved) but also issuing orders that will ensure the current control block is broken up and transparency restored.
Mr Hedley would appear to own some 1,029, 420 shares if you refer to both the 2016 and 2017 annual reports. If the takeovers Panel is not satisfied in the answers received from these offshore companies then the shares may be vested in the Takeovers Panel and ultimately sold, I presume in the market.  They ae not sold to Mr Hedley.  He is not making a takeover but merely trying to ascertain just who it is that actually owns these shares.
Hedley wants to know, I want to know, the majority of shareholders want to know and now the Takeovers Panel wants to know just who are the real owners and who controls these companies.
The current Directors of both Tribune and Rand (the same 3 people) have been entrenched for years and if true value for Tribune and Rand is to be realized then for the sake of the Companies they should step aside.  According to the shareholding records none of them have large personal shareholdings.  But it now emerges, only through the tracing notices, just who is controlling these companies.
Yes, Mr Billis has been with the project for 20 years but it is only since Northern Star became involved that we have received any real information.  And that is still the source of our information.  Why did TBR and RND not exercise the first right of refusal that they had over the Barrick equity when it went to the market?  All history now.
The facts speak for themselves;

1. The Chairman Mr Demis has not attended and AGM and faced shareholders for at least 8 years.  He has never responded to requests to speak directly with him.  Mr Sklenka has never attended an AGM.
2. The Companies have never provided to shareholders any “market updates” or provided any of their own commentary on the companies future or prospects other than those required for continuous disclosure purposes as required by the ASX.  They are the total antithesis of Northern Star for instance and the share price performance is evidence of that.
3. The non-existent liquidity of both TBR and RND, despite the recent profit history makes no sense, and is an indictment on the performance of directors and the
4. The RND Tapeta Iron Ore deal option has been in place for some 8 years and the deal “rolled over” every year.  I suggest all shareholders of both TBR and RND  read the initial announcement and the terms of sale for the deal.  Make your own decision as to the commercial value of that deal to shareholders.  But save to say it would have been worth over $250m to the vendors if all TBR shares and RND shares and “performance shares” were allocated.
5. The Boards of both companies have no gold hedging in place.  It is tantamount to being in a casino where all our money is on either “red” or “black”.  Maybe the gold price will go up, maybe it won’t, maybe there will be some global event that impacts gold (e.g. money system breaks down, but maybe that won’t happen) but why not sell some of the bullion and take some money off the table.
6. Shareholders are not told exactly how much bullion, in ounces, is held and just where that bullion is stored (Hopefully the Perth Mint).  This is the most material piece of information with respect to being able to value both TBR and RND.  Why is this information not available and given quarterly?  The “market value” of those ounces is some $100million more than is stated in the Inventory as listed in the balance sheet.  Is that not material?
7. If bullion produced is not sold, then there are no sale proceeds and therefore nothing goes to the Profit and Loss Account.  This bullion, if not sold, goes to Inventory in the Balance Sheet.  This inventory is then valued at cost in the Balance sheet.  So you have an understated P & L (because gold not sold) and an understated Balance Sheet (because the inventory is valued at cost).  This is plain nonsense and when added to the fact that we do not know how many real ounces are held then shareholders in the dark.
8. Estimates are that there are at least 200,000 ounces of physical gold.  If you then look at the fact that the Consolidated TBR and RND are producing some 100,000 ounces per year then apply market P/E ratios, All in Sustaining Cost  (AISC) figures then it is very easy to get to a share value of north of $12, some on this forum mention $20, but it is impossible to tell because we are not given the information.
9. There has been a buy back in place for several years.  Over the past few years no shares have been bought so one must ask “why not”.  Do the Directors not see “value” and if not, why not?
10. The dividend paid both last year and this year is pathetic in light of the profitability and bullion holding (refer notes 7  & 8 above). The total dividend paid by RND & TBR is about $16m BUT if you cancel the dividend paid by TBR to RND and the dividend paid by RND to TBR then the real amount paid is only around $11m each of the past two years.  This from companies holding some 200,000 ounces or $340m of bullion.

Surely shareholders are entitled to transparency.  For both TBR and RND, as profitable as they are, even despite the fact that only a portion of the gold is sold, to have no liquidity, no broker support or any market support at all, raises many questions as to “why is this so”?
By any measure both Company’s fail general Corporate Governance and in particular their own Corporate Governance as outlined in the 2017 Annual Report.
Hopefully the Takeovers Panel will answer the “control” question and the majority of the small shareholders (other than the top 5) can ultimately see some “true” value.