Thursday, July 10, 2008

Hopefully end of the nightmare and a SEMI-new beginning

Hopefully we receive Q1 financials and MRI draw-down approval over the next couple/few days. Of course, we all fully recognize the criticalness of the MRI funds. However, for me (assuming we get the MRI dollars), this period will be pivotal for many other reasons as well. Personally, I think this current phase of the Century nightmare started in May 2007, with the Rosario purchase and the Shahuindo / Algamarca option agreement – about 16 months ago. Simply put, WE HAVE GONE THROUGH 16 MONTHS OF HELL:

1) Share price - $1.28 (peak), then 16 months of bleeding all the way down to $.045 – a 96.5% loss in shareholder value, while the gold price reached all time levels (meanwhile, for fiscal 2007, the CEO accepted $60K in bonuses while the VP Operations accepted $30K in bonuses – to this day, I still find it unbelievable, especially given that the company’s core asset (Sigma o/p) failed completely, and was actually permanently shut down in 2007). Words are cheap – actions speak very loudly. Given what I have just highlighted, how can I ever believe that the CEO, the VP Operations and the BOD view shareholder value as top priority?

2) Rosario – turned out to be complete junk.

3) Shahuindo / Algamarca – what a complete embarrassment to Century Mining shareholders, never mind the millions of $’s in cash out the door (nothing in return) and opportunity costs from taking focus and cash away from the company’s other projects (i.e. Lamaque and San Juan). How advanced would Lamaque and San Juan be right now had the company not gotten involved in this well known messy situation known as Shahuindo / Algamarca? How much lower would our issued share count be today?

4) Starting Feb 1’08, Century’s largest shareholder began behaving as if they wanted to push Century Mining into bankruptcy or to the verge of bankruptcy (if they didn’t get what they wanted), IMO. The remaining Century shareholders are very fortunate for the potential opportunities of MRI, Fortis and other (unforeseen) opportunities that might come available in the future.

5) CTO / BCSC disaster in early March ’08.

6) Lamaque curtailment due to the inabilities to raise cash in a timely manner.

7) Slow development progress at San Juan, therefore unable as yet to step up as a complete contingency asset for the company.

8) It is unfortunate we don’t have a BOD that care much about fiduciary duties, IMO – the nightmare might not have lasted for 16 months.

9) It is unfortunate we didn’t / don’t have more ideal institutional shareholders (our abilities to remedy the situation would have been / would be substantially better).


PROGRESS:

1) Share price will move once critical remaining items are addressed (i.e. MRI) – hopefully real soon.

2) Rosario mess – gone (assuming paperwork is fine)

3) Shahuindo / Algamarca – gone (assuming paperwork is fine)

4) Wega Mining – almost completely gone (they probably have sufficient shares left for a final few blasts, but their time remaining is very limited)

5) BCSC / MCTO – gone, with the issuance of Q1 financials (resulting in simultaneous lifting of the MCTO)

6) They can maximize the benefits from the curtailment situation if they manage it well. They need to stay in touch with their employees, and keep them up to speed with everything – basically, show some humanity, and be genuine about it. Apparently, the curtailment has reduced the monthly burn rate by about 70%. The MRI funds should get them through the curtailment period without any issues, unless management makes any other BONEHEADED mistakes.

7) Fortis is looking good (especially if MRI goes though – MRI and Fortis appears to have a good historical working relationship), but there is still no guarantee that Fortis will give their approval at the end of the 5 month process. As a result, Century needs to have a contingency plan to take care of basic business needs, to ensure viability. San Juan needs to be the contingency plan. It looks like Century is attempting to ramp up to 25,000 ounces of run rate production by Y/E 2008 (without any further capital injection). However, apparently, (as part of the AGM update) the San Juan GM(?) said that he could bring the SJ production run rate up to 35,000 in 2009 by spending only $1M on automation. Apparently, there are a number of members of the SJ workforce that will be retiring over the next couple of years, so automation also works well from a timing perspective. If Century is able to ramp San Juan up to 35,000 ounces of production in 2009 (with the low cash cost per oz of $350, and gold prices expected to remain high) then San Juan should be able to carry the load for the entire company, in case Fortis doesn’t go through (the company would then be able to seek out alternative funding avenues for Lamaque).

8) Hopefully the newer Directors (Campoy, Lettes and the 7th director - still to be appointed) will eventually be able to change the culture of the BOD (to become shareholder focused). Hopefully they will eventually address the CEO situation.

9) No longer having Wega as a major Century shareholder will help a bit, but the bottom line is still the same (Century has no institutional shareholders that have deomonstrated the abilities to bring the shareholder base together to guide the company in a direction that is beneficial to all shareholders). Hopefully some more ideal institutional shareholders come onboard eventualy, once Century is viewed as a stronger investment.

10 comments:

roxy14 said...

Nice summary Production.
Now what would really be nice
is if MRI give them a couple
million more and they buy back
say 30 or 40 million shares.
Of course it would be nice to
see management buying as well
once the trading ban is lifted.

production05 said...

If Century's BOD doesn't smarten up, and if results do not dramatically improve, here is a group we might be able to contact to consult with, and get advise. They seem to have gone through a similar nightmare to us, and now they are trying to do something about it. IF it gets to that stage one day with us, maybe we can get Scion to take the institutional lead. I'm not sure how much insider commitment they still have, given that their share holding is now substantially below 10% of Century's total.

Anyway, at the very least, we might just want to follow this company to see how their shareholder efforts turn out.


Zarlink Concerned Shareholders Launch Website Highlighting Need For A New Board of Directors

Important information for Zarlink Shareholders at www.yourzarlink.com

OTTAWA, July 10 /CNW/ - The Concerned Shareholders of Zarlink
Semiconductor Inc. today launched a website for their fellow shareholders, www.yourzarlink.com, that explains why immediate change is required at Zarlink and outlines the Concerned Shareholders' plan for rebuilding value at the Company.

"The current Board is attempting to distract shareholders from Zarlink's disastrous performance during the lost years under Kirk Mandy, the current CEO, and his Board of Directors," said Scott Leckie, one of the Concerned Shareholders who, together, control more than 5.9% of Zarlink's through investments dating back more than three years. "The website is another
resource that our fellow shareholders can use to get the facts about their Company and how they can vote their BLUE proxy to implement a plan for positive change."

Mr. Leckie said: "Zarlink belongs to the shareholders, not the current Board and certainly not Kirk Mandy. Shareholders have the power to change the Board and we urge them to use it by voting the BLUE proxy before the Annual and Special Meeting on July 23. After a decline in share value of more than 95% since 2002, Zarlink shareholders have suffered enough."

www.yourzarlink.com reminds Zarlink shareholders of the need for immediate change at their Company:

<< A weak and deteriorating share price:

- A decline of more than 60% since Kirk Mandy returned as CEO in February 2005.
- Significantly underperforming both Zarlink's direct peer group and other companies in the semiconductor industry.

Poor financial performance:

- Almost $500 million in cumulative net losses from continuing operations since 1999.
- More than $300 million in lost shareholders' equity in the past eight years.
- Net cash has decreased from positive cash balances of more than
$150 million to a current deficit of $17.5 million.
- Overhead and R&D costs are more than twice as high as industry
norms - and rising.

Poor acquisition track record:

- Over $600 million spent on acquisitions since 1996 have led to almost $500 million in losses since Kirk Mandy first became CEO in 1998.
- Rather than building Zarlink, acquisitions have left it smaller and weaker.

Unfocused and weak product portfolio:

- Zarlink has no leading products in any of the three competitive segments it serves.
- Product misalignment has led to declining organic revenue for seven years in a row.

Poor relationship with investors:

- Lack of transparency in financial reporting.
- Lack of responsiveness to, and communication with, shareholders.

>>

(All dollar amounts are in U.S. currency, which Zarlink uses for
financial reporting.)

Details of the Concerned Shareholders' plan for enhanced value are provided at www.yourzarlink.com.

The Concerned Shareholders are Scott Leckie, who manages funds owning the second-largest holding in the Company, as well as David Banks and Daniel Owen.

Voting for Change

The Concerned Shareholders remind their fellow Zarlink shareholders:
Your vote is very important to the future of your investment in Zarlink. If, after reading the Concerned Shareholder Proxy Circular, you agree that the
Concerned Shareholder Nominees, together with the three management nominees, will better serve your interests as a shareholder of Zarlink, please vote "FOR" the Concerned Shareholder Nominees on the BLUE form of proxy distributed
with the Concerned Shareholder Proxy Circular.

You may vote the BLUE proxy for change even if you have previously deposited a management proxy or other proxy. A timely delivered and
later-dated BLUE proxy automatically revokes any earlier one.

There is only a short time in which to make the needed change at Zarlink.

<<
- In order to be deposited with Zarlink's registrar and transfer agent in time to be used at the meeting, your BLUE proxy should reach

Kingsdale Shareholder Services Inc. before 5:00 p.m. (Eastern Time) on Friday, July 18, 2008.

- Please fax only your BLUE proxy to 416-867-2271 or toll free: 1-866-545-5580. Hand delivered proxies should be returned to Kingsdale at the Exchange Tower, 130 King Street West, Suite 2950, P.O. Box 361, Toronto, Ontario, M5X 1E2.

- Non-registered shareholders are advised to refer to the information under "General Proxy Information - Non-Registered Shareholders" in the Concerned Shareholder Proxy Circular.

>>
For further information: Scott Leckie, (416) 363-3399

bigjohn37 said...

Production05,
Thanks for your diligence (even if it's not "DUE"!). And also for your tireless efforts to help find a way out of this nightmare. I am sure that we (the concerned shareholders of CMM; at least of this Blog) all appreciate it.

With the Zarlink example, you raise an interesting alternative for us. I am pretty sure that between us, as members & visitors of this Blog, we probably have about 20 million (or more) shares by now (with Roxy "backing up the truck", and others doubling down or up...etc). The question is: how do we proceed? And who will lead the charge? I'd like to nominate you & Carib as our elected/appointed leaders. What do the rest of you members/visitors think? I look forward to reading your responses.

production05 said...

Hi Bigjohn37,

Thank you very much for all your thoughts.

Actually, I put the Zarlink example out there as a "live" and "real" case study for us to look at, just in case we have to go in a similar direction one day. I figured, it never hurts to be educated at all the various options well in advance.

The zarlink site provides a good appreciation of what needs to be done, and it also gives a hint of the level of involvement and commitment to something like this - it's quite overwhelming for retailers to undertake alone.

My first choice is to have Century recover through current financing efforts through MRI and Fortis. We have to give the BOD at least the next 6 months to get the financing together. There is too much as stake with the financings for anyone to launch anything to replace the BOD over the next while. But, like I said, educating ourselves on our various options way in advance is always wise. In addition, we always want to keep the BOD honest. We want them to feel that if they don't put shareholders first (and carry out their fiduciary duties) then one day, one way or another, shareholders are going to figure out a way to bring about positive change and create shareholder value.

With regards to myself, if such an effort does eventually move forward, unfortunately I wouldn't be able to take a leadership role (not because my heart is not in it though).

I believe that both Carib and Natik would be excellent leaders though. I also think that institutional lead would be essential, for many reasons, but especially due to the credibility aspect and the industry connection. The institution would also have to know solid industry people with the right skills, in an order to select a new BOD (and a temporary CEO). It is very complex and involved stuff. That's why it would have been better if a company like Wega (already involved in the industry) were to lead the charge, but unfortunately they turned out to be totally opposite of what we need. Also, we don't have the luxury of having a Sprott Asset Management or a BlackRock within our shareholder base. It is a major undertaking for retailers to independently initiate this type of change, without excellent industry connections and/or solid institutional involvement.

So, for now, I recommend that we watch on the sidelines, while continuing to educate ourselves. Maybe we can review the situation again in 6 months, after we get the final decision on Fostis.

Let's continue to follow Zarlink and see how their situation turn out.

Thanks again,
Production05

bigjohn37 said...

Wise words, Production05,
I just got carried away with my enthusiasm for change after reading your reference to Zarlink. [You would think I was on Obama's election team!] Since then I looked at the yourzarlink.com website. The similarity of their situation to CMM is incredible. And it's obvious that the leaders of that revolt have done a lot of homework and planning before they moved. So should we.

And as you said, there are some major moves under way (e.g. financing, Tim Gooch coming on board) which should be given a chance. Who knows, maybe PK will step down as CEO and just remain as Chairman. That alone would go a loooooooooong way to rectify the nightmare.

You are right: meanwhile let's educate ourselves, and develop our plans as things unfold. And then move, if there is no alternative.

production05 said...

It looks like there is a lot of penny flipping going on right now, which is slowing down any momentum towards the recover. Of course, it's to be expected given all the cheap shares pumped out by Wega.

A couple of days ago I saw Wolverton (seldom used broker) purchase 100,000 shares. I saw what is probably those same shares sold by Wolverton today. Of course, we know that Woodstone has been doing some serious flipping over the past few weeks. I'm sure there is plenty more going on.

A Lot of flipping generally happens (when news is anticipated - positive vibes) but takes a while to arrive. It seems like Century always love to accomodate the flippings, as Century is always late.

Century needs to hurry up and release the financials, close off the whole BCSC situation (by eliminating the MCTO) and close off the MRI debt financing.

All of those are apparently very close, but CMM works on a different clock, as we are so painfully aware.

Anonymous said...

Thanks Production, good concise summary even if it reads like a nightmare. The capper was PK's reappointment to Chairman and CEO after that pathetic performance, with a raise and a bonus. I'd kick, then fire the ass of anyone who worked for me who did that. Someone please wake me up!!!

I suggest that all shareholders keep sending their emails EVERYDAY to PK and the Board, include BJ and TG too. Be professional otherwise PK will threaten to sue your butt off. LOL She loves threatening shareholders I heard.

I'm all for tossing the Royal Oak group out (Eacott is still floating around in the background) as soon as possible. I'd love to sue PK and have her lose her condo in Hawaii to pay damages to the CMM shareholdes who she has deceived.

Century Mining is a Canadian junior company that should be located in Canada and not tucked away in some tiny town on the border. No offence to our American friends on the blog. There is only one reason it is in Blaine. PK lives there and scoops up 30K per year renting office space to them. The same situation applies to Tamerlane. If the office moves to Vancouver we'll have access to many very qualified individuals who can run the company. I know some who I can ask.

It looks as though PK hasn't learned her lesson ... where's my size 16's steel-toed?

Anonymous said...

Wega ceased selling when they fell below 10% ... now they don't have to report.

Does everyone have their bets laid? PK has shuffled the deck and is ready to deal!

If Q1 news is out today the MCTO should be lifted soon.
Expect directors to start buying.

If they announce the bridge financing we could be mildly rewarded. lol Loosen the noose's boys and step down from your chairs.

A conference call should be coming soon. Are you guys ready with your questions? ;)

Carib said...

Optimusprime, I don't know if Wega has ceased selling, but it certainly has been "curtailed" lol!

If you believe as I do, that they have unreported sales through Canaccord, then they are not much of a threat anymore anyway. Canaccord did close us at 8 cents after we had taken out 8.5 and a chunk at 9 cents.

I've just posted the day's trades and week's summary. Some of the trading is a little bizarre. You might expect some selling for a few pennies profit, but I noticed a sale of 100k shares at the bid by ITG and they neither bought nor sold any other shares for the past 2 months.

Will we get the Friday evening News Release of the Q1 financials today or are they going to drag this out a while longer while blaming it on the auditors? Other companies are reporting their Q2 results already.

Every Friday morning the BCSC issues another deliquent filer notice. "Deliquent" is an apt description for this outfit.

Anonymous said...

Carib, curtail is a better word to use for Wega. Thx!

The financials must be complete. The BCSC has spooked Century bigtime. Maybe they have to meet by committee to approve release of anything. That's okay with me if it results in improved reporting and reins PK in.

The 2nd Quarter results can't be far behind. Maybe they'll even release them on time and commit to future releases on time!

They said at the AGM that they're in regular, sometimes daily, contact with the BCSC.

Some of the buying is coming from Europe