Wilson Neill Corporation Limited
Registered Office Address
Level 3
Elders Finance House
2 Kitchener Street
Auckland
Directors
CROSBY, Maurice Sidney
VOSPER, John Philip
History
Incorporated: 09-MAY-1980
Major Shareholders
Tim Connell - 30%
Website
www.wilsonneillonthenet.com
News
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05.04.02 - NBR Personal Investor, by Chris Hutching
Boult buys Cobb & Co and Millbrook's neighbouring land
Queenstown businessman Jim Boult has been on the buy-up trail with the purchase of a 29ha
property next to Millbrook Resort in Queenstown and the acquisition of the Cobb & Co
restaurant franchise from ailing Wilson Neill Corporation.
The 29ha block next to Millbrook, called Meadowpark, was advertised for sale by tender a few
weeks ago, according to Locations Realty's Greg Newman, who said it already holds resource
consent for 100 upmarket residential units and had been sought after because of a relative
lack of land for residential development.
Mr Boult said from Sydney yesterday the property would be developed in a manner that suited
the area and would probably include fewer sites than the 100 possible under the resource
consent.
"We'll start developing it straight away and we're working out the most sympathetic
configuration given that it's on the rural fringe of Arrowtown."
Mr Boult declined to say how much the property cost but real estate sources believed it may
have been just under $2 million. The average price of sections in the Wakatipu basin is just
over $100,000 but the properties adjacent to Millbrook are expected to fetch considerably
more depending on their individual aspect.
Similarly, Mr Boult declined to reveal the price for the Cobb & Co franchise but a close
source believed the price was $1 million and there had been a back up bid of $900,000 from a
company believed to be associated with Colin Herbert, a principal of the company in the 1980s
and a consultant in recent years. (Other sources suggested the price was $300,000.)
Under the terms of the franchise contract the owner stands to collect fees of $1.6 million a
year, which have provided one of the few income streams keeping Wilson Neill afloat during
its recent tortured course of technology company acquisitions paid for by share issues.
During Wilson Neill's ownership there has been a hiatus in advertising and promotions.
Franchise holders have greeted the purchase with relief and one franchise holder in
Christchurch was said to be reconsidering his plans to abandon the brand.
Other partners in the Cobb & Co purchase include Mr Boult's wife, Karen, and Roger Pierce. Mr
Pierce was a former director of Shotover Jet, which Mr Boult listed on the Stock Exchange in
the late 1980s.
Mr Boult's investment vehicle is Armada Holdings, which last year also bought the
Christchurch Gondola from listed New Zealand Experience plus the Christchurch Tramway
operations.
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0.04.02 - NBR Personal Investor, by Nick Smith
Liquidators move on Wilson Neill Corp
Wilson Neill Corporation yesterday gave its many creditors what they wanted - its corpse.
The cadaver of the sharemarket dog will be delivered up to corporate undertakers
PricewaterhouseCoopers' John Waller and Vivian Fatupaito today after a moving memorial
service at the High Court at Auckland.
And it was a fine Auckland day for a funeral, magnificently presided over by Justice David
Baragwanath, who was given the coveted role of delivering the funereal eulogy in the
unexpected absence of Master John Faire. Strangely, every eye in the house was dry as the
judge announced that no more would Wilson Neill tender promise after promise of payment and
time and again fail to deliver. Its time was up, the bell had tolled and the only question to
be decided was the manner of the disposal of the corpse's subsidiary, Cobb & Co.
Which corporate undertaker would take care of Cobb & Co was only revealed after The National
Business Review's deadline. Of course, the undertaker will be dealing with corporate bones
picked clean by the receiver, which will be appointed today by secured creditor Gold Band
Finance. Speaking of the dearly departed, where were Messrs Phil Vosper, Trevor Mason and
Maurice Crosby? Surely the directors would turn up to their own funeral to rage - rage
against the dying of the light. Sadly no, with persistent reports of Mr Vosper pursuing
business interests in Queensland.
But at least the professional mourners were there, resplendent in their black legal robes and
smug in the knowledge their efforts to farewell the deceased will be well remunerated.
Estranged Wilson Neill family members, or creditors as the legal profession insists, were
also present. In fact there was quite a throng gathered for the final rites: accounting firm
Gosling Chapman, Progressive Enterprises subsidiary Caledonian Leasing and advertising agency
Omni Group. Appearing in support were Bank of New Zealand, Halsbury Investments and Mark
Stuart, director of internet company Yippee, which was wound up after Wilson Neill reneged on
payment promises.
As with any proper funeral, there was even a commotion among the professional mourners, each
competing to have his or her client's application for winding up granted. As is often the
way, the deceased was celebrated more in death than its troubled life and the honour
eventually went to Gosling Chapman. After the service, Mark Stuart spoke for many: "Obviously
I'm sad for everybody who has lost money but I've got be glad it's finally over. "Hopefully
the fallout will stop these guys doing it again. They've been doing it for at least a decade
and a lot of innocent investors have been hurt along the way." Like most creditors, Mr Stuart
did not expect to recover his losses.
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30.03.02 - NZUM
Cobb & Co Restaurants Ltd, owned by couple Jim and Karen Boult and other Queenstown based
parties purchased the Cobb & Co franchise on Thursday for an undisclosed amount. Mr Boult was
formerly a director of Shotover Jet.
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28.03.02 - NBR Personal Investor, by Deborah Hill Cone
Security setup dogs Wilson Neill receiver
The complex network of covenants and cross-guarantees linking Wilson Neill's assets will make
the company's receivership very tricky, broker DF Mainland said yesterday. The guarantees
were the reason a consortium of investors backed off during the due diligence process and
decided to leave the company alone. But one investor in that consortium, who cannot be
identified, is still in the running to buy Radionet, DF Mainland director Stuart Cairns said.
DF Mainland, described as the firm most able to "find opportunities in rubbish," was called
in by Wilson Neill last year in a bid to put together a capital injection for the company.
As recently as a few weeks ago DF Mainland was said to be working on a rescue package but
that fell over when during due diligence it was found to be impossible to release cash needed
for the restructuring due to the restrictions from cross-guarantees. Applications to have
Wilson Neill wound up will be heard in the High Court at Auckland next month when it is
expected a receiver will be appointed.
[SNIP]
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22nd February 2002 - NBR Personal Investor, by Nick Smith
Creditors join forces over $24m-loss firm
Creditors of Wilson Neill Corporation are banding together for a make-or-break court hearing
scheduled for March 7 as the sharemarket dog reported a loss of just over $24 million. The
company has finally filed its accounts for the 15 months to June 30. They show a total loss
of $24,039,941. The balance sheet would show a deficit of shareholders' funds of $18 million
were it not for the unexplained inclusion of $26.5million of "shareholder contributions."
The $24 million loss includes writedowns of $15.3 million in subsidiaries IT Media and
Radionet. The accounts were prepared on a "going concern" basis and add the profitable
restaurant Iguacu will be sold while other subsidiaries will be in the black in the current
year.
The first winding up proceedings brought by Progressive subsidiary Caledonian Leasing will be
heard in a fortnight. Other creditors will seek to have their applications heard at the same
time, and a Progressive spokesman said the company would not oppose such a move.
Yippee managing director Mark Stuart said he would seek to join his action to Progressive's.
Other creditors include accounting firm Gosling Chapman and advertising agency Omni Group.
Omni director Terry Renwick said he would be seeking legal advice and "if it is logical to
[join forces] then that's what we will do." All parties will have talked to a liquidator,
with a likely appointment being PricewaterhouseCooper's John Waller.
Receiver for failed internet company Yippee, Bernard Montgomerie, although a popular choice,
is not in the running. Mr Montgomerie has abandoned legal action against Wilson Neill, saying
it could not afford to pay any damages or costs as a result of the company deciding to not go
ahead with its acquisition of Yippee. He has also called for Wilson Neill directors to be
banned and if appointed liquidator, would almost certainly pursue legal action against chief
executive Phil Vosper, chairman Trevor Mason and Maurice Crosbie. Mr Waller confirmed that he
had talked to several creditors about the company but could not comment further. But if
Wilson Neill cannot avoid liquidation, debenture holders are likely to appoint a receiver a
day or two before the March 7 court hearing. Debenture holders for Wilson Neill and its
subsidiary IT Media include Eric Watson's Elders Finance, Gold Band Finance and the BNZ.
A receiver is likely to pick the Wilson Neill bones nearly clean before handing the carcase
over to Mr Waller. IT Media director Tim Connell accepted Wilson Neill shares as payment for
the publishing company involved with failed internet company Flying Pig and scrapped business
newspaper NZ Business Times. It still publishes NZ Rugby World and is involved with Foodtown
magazine. Progressive is "deeply concerned" about the future of its magazine as a result of
its relationship with IT Media. Although it pays IT Media for sales of the Foodtown magazine,
it actually signed a contract for the magazine with a different company, which it declined to
name. Progressive is investigating the anomaly.
The Companies Office may still prosecute Wilson Neill for late filing of its accounts.
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Friday 8th February 2002 - NBR Personal Investor, by Nick Smith
Wilson Neill 'pillaged funds'
Cobb & Co restaurant franchiseholders are in revolt, accusing Wilson Neill Corporation of
pillaging the profitable asset to keep its own failing company afloat. Franchiseholders
stopped paying fees to Wilson Neill in November because the sharemarket delinquent kept on
pillaging the fund to pay off other creditors, they claim.
They are praying for new owners as the highly profitable family restaurant chain is in danger
of being dragged down with Wilson Neill and its huge loss-making subsidiary, IT Media.
IT Media this week canned New Zealand Business Times, reputed to have chewed through more
than $1 million in less than a year, as the wolves stormed Wilson Neill's door. Progressive
Supermarkets and advertising agency Omni Group have joined the long list of Wilson Neill
creditors, both filing winding-up papers in the High Court at Auckland and Dunedin. Both
"substantial" debts relate to Cobb & Co, debts which should have been paid out of the fund
pillaged by Wilson Neill. "We're owned by a pack of a***holes," one franchiseholder said.
Accounting firm Gosling Chapman has also filed winding-up papers over a $30,000 debt, while
the receiver for failed internet company Yippee, Bernard Montgomerie, has abandoned legal
action. Mr Montgomerie said Wilson Neill was set to record more than $11 million in losses
and could not afford to pay any damages or costs related to court action. The company has
still not filed financial accounts and is being investigated by the Companies Office, which
is considering prosecuting Wilson Neill. Progressive subsidiary Caledonian Leasing filed
papers in the High Court at Auckland, a debt related to Cobb & Co property, while Omni Group
filed in Dunedin. Omni director Terry Renwick said the long-standing debt was substantial and
is what caused the agency to resign the account in December.
Its action means Cobb & Co restaurants have not advertised on TV for four months, including
the crucial pre-Christmas period, a contributing cause to the revolt by franchiseholders. The
National Business Review spoke to three franchiseholders, who spoke on condition of anonymity
but claimed the restaurant chain had "never been trading better." It had recorded significant
growth during the past two years but was being hamstrung by its delinquent owner. "They are
taking money supposed to be used for Cobb & Co to pay other creditors," all three said.
It is understood several parties are in discussions to buy one of the few profitable Wilson
Neill assets. Wilson Neill chief executive Phil Vosper rejected the franchiseholders'
assertions as "totally incorrect". "We're in discussion with a number of franchiseholders at
present and that is all I wish to say about it." It is understood a group of franchiseholders
are attempting to buy the restaurant chain from Wilson Neill.
Talk of a rescue package for Wilson Neill and IT Media has been circulating, with NZBT
reporters being told that an attempt to revive the weekly newspaper will be made next week.
IT Media director Tim Connell referred all comment to Mr Vosper, who said the publication
"has closed." Launched in March, last year, NZBT has lost money hand over fist and bounced
staff pay cheques late last year.
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Friday 18th January 2002 - National Business Review, by Nick Smith
IT Media claims it's business as usual
Dark rumours continue to swirl around troubled publisher IT Media and its parent company,
Wilson Neill, which is facing prosecution by the Companies Office.
Subscribers were yesterday still waiting for the December/January issue of New Zealand Rugby
World, amid revelations IT Media's printing company had severed its relationship with the
publisher.
Meanwhile, the Companies Office is considering prosecuting Wilson Neill for its continued
failure to file annual accounts for last year. A spokeswoman for the office confirmed it had
still yet to receive the accounts, required under the Financial Reporting Act, and was
considering whether to prosecute. Telephone calls to Wilson Neill's Auckland office went
unanswered.
McCollam Printers general manager Brian Lundry confirmed he had severed the relationship with
IT Media before Christmas, saying "Tim [Connell, IT managing director]'s got a better deal
somewhere else." He said the company had now paid its printing bill for NZ Rugby World.
FinTech, which puts together another IT title, New Zealand Business Times, confirmed its
bills had also been paid.
The National Business Review understands several cheques to staff bounced over the holiday
period, but that claim was hotly denied by Mr Connell. IT Media had not been dumped by
McCollam as the company always intended to switch to the cheaper web press process, Mr
Connell said.
While NZ Rugby World had been delayed, it would be out shortly, said the owner of the
now-crashed Flying Pig website. Midway through last year, the August edition of NZ Rugby
World was not published until late September. At the time, Mr Connell denied the delay was
due to unpaid printing bills but rather a missed deadline. The weekly Business Times would
publish its first issue for 2002 during the first week next month, Mr Connell said. He said
that was as planned. But the seven-week break means readers paying for a year's subscription
to the paper would receive only 45 issues in a 12-month period. The Business Times
subscription form promises subscribers 48 issues per year.
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Friday 3rd August 2001 - NBR Personal Investor, by Christine Nikiel
Plans for the future of Wilson Neill remain up in the air with a meeting between directors
and the company's new major shareholder Transram unlikely in the near future.
"Wilson Neill is trucking along without any issues by itself," Transram director Mark Dent
said. "The directors are all over the world. It could take another couple of weeks before
we can get everyone together."
Transram director Shawn Okun is in the US and general manager of Transram's parent WeCU,
Russell Kerr, is in Australia.
Mr Dent said Wilson Neill's other major shareholder, IT Media managing director Tim
Connell, had discussed several new projects with him this week, which was why Transram
was content with not meeting.
Mr Connell said IT Media would launch a food and lifestyle magazine in October.
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Friday 20th July 2001 - NBR Personal Investor, by Nicholas Bryant
In what is being seen as a test case for a rarely enforced piece of legislation, three past
and present directors of Wilson Neill Corporation have been fined $30,000 in the Dunedin
District Court.
The trio, chairman Trevor John Mason, Dianne Lesley Giles and Fletcher Challenge sharetrader
Paul Hyslop, all pleaded guilty to a combined 42 criminal charges of breaching the Companies
Act 1992.
The charges mainly related to late filing of share certificates, a breach that left Wilson
Neill's many investors unaware of the value of their shares on numerous occasions during the
past two years.
Judge Macdonald accepted submissions on behalf of Giles and Hyslop that Mason had the
greatest responsibility and was the main offender.
He fined Mason $20,000, while Giles and Hyslop were fined $5000 each.
Legal sources said the case was a warning to company directors that breaches of the
Companies Act were being taken more seriously. Certainly, the fines far exceed any previous
conviction for the offence.
During the trial the Crown went into painstaking detail to clarify the essential objectives
of the act, especially those relating to s47.
At the heart of its submissions was the need for corporate transparency.
The Crown contended late filing and lack of detail in share certificates meant investors
could not establish if shares had been paid for in cash, were a share swap or, as was often
the case with Wilson Neill, for services to the company.
Those lapses led to issues of what constituted "fair value" for existing shareholders, the
inference being that shares had been issued on favourable terms to a number of parties.
Since the breaches there has been even greater uncertainty for Wilson Neill shareholders as
significant ownership of the company has changed twice.
Numerous large share issues have further diluted their stock.
Before Christmas, publishing entrepreneur Tim Connell gained 30% of the stock and effective
control.
However, he was usurped in a pre-Takeovers Code raid by Transram Group three weeks ago.
Part-owned by Panamanian technology company WeCU, Transram is expected to reveal its plans
for Wilson Neill at a board meeting today.
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Friday 6th July 2001 - NBR Personal Investor, by Jock Anderson
Questions over the future of publisher and Wilson Neill managing director Tim Connell may be
answered next week after a face to face with shock new-chum raider Transram Group, which now
owns half the hospitality and technology company.
Mr Connell - who sold his IT Media company to Wilson Neill in March in exchange for 30% of
the public unlisted company's shares - this week said he could not comment on whether he had
quit or intended to quit the Wilson Neill board.
He said he could not comment on his position until after a meeting with the new Wilson Neill
shareholders planned for Wednesday or Thursday in Auckland.
"It's really their decision," Mr Connell, who publishes New Zealand Business Times, said.
Transram is a special purpose company - incorporated on June 19 - whose crafty hooking of a
little more than 50% of Wilson Neill just before the Takeovers Code came into force on July
1 was described by Wilson Neill chairman Trevor Mason as "a bolt from the blue."
Transram is jointly owned by Panamanian-based WeCU and one-year-old Hamilton-registered
Genesis International Charitable Trust.
In February WeCU acquired a 27% stake in Wilson Neill subsidiary Radionet for $17.5 million
with an option to increase its holding to 50% for a further $20 million over the next two
years.
Genesis trustee Mark Dent said the Wilson Neill purchase was a long-term investment. Other
Genesis trustees are Alan Merrie and Terry Buxton.
Mr Dent said Mr Connell had to decide which side of the fence he was on - "I don't know how
he will fit in or if he wants to - it's over to him."
"We can't say what we are going to do with the company until we have told the board," Mr
Dent said.
"There are still about 8000 shareholders who have to be looked after as well."
Mr Dent said there were "some pretty exciting plans" that involved using Radionet as a test
site for rest of the world.
"WeCU is global and all we are doing is using New Zealand as a base for it," he said.
According to its trust deed, Genesis International - founded on anonymous donations
totalling $100 and with a Christian leaning - lists among its many charitable purposes the
acquisition of property, and the promotion of such causes as education, scholarships, youth
camps, training, telecommunications services and the support of soup kitchens.
WeCU's Auckland-based Asia Pacific managing director Russell Kerr said meetings had been
held with Mr Connell and "he seems reasonably happy."
He said whether Mr Connell stayed as a director would depend on discussions between the
directors of Trans-ram and Wilson Neill about what the structure of a potential new board
might look like.
Mr Kerr said WeCU's chief executive Shaun Okun would be on the board of Transram and
possibly Wilson Neill.
When Mr Connell sold his IT Media business to Wilson Neill in March in return for 30%
shareholding and the job as managing director he exercised his new clout by talking about a
board cleanout in a bid to rehabilitate Wilson Neill's damaged image.
He was clearly looking forward to capitalising on the strong synergies between his internet,
magazine and television lifestyle and business content and the ISP provision of Radionet.
But in May the publisher of fledgling New Zealand Business Times said he was stepping down
to concentrate on Wilson Neill - described as "troubled."
Mr Connell said this week he had been talking to a number of parties - "other media as well
as the Independent" - about a possible joint venture. "They're not the people we are talking
to, really. We are in discussions with other people and it's not the Independent." He
declined to be specific.
The National Business Review publisher Barry Colman said Mr Connell had made no approach to
him. "Such an approach would be in vain because NBR is not on the market," Mr Colman said.
Last month three of four Wilson Neill directors - chairman Trevor John Mason, Dianne Lesley
Giles and Paul Hyslop - charged with breaching the Companies Act in relation to share
transaction certificates - indicated they would plead guilty. A fourth director, Ioin
Malcolm Millar Johnson, has not yet indicated a plea.
Their case - involving 59 charges for which the maximum penalty totals $590,000 - is
expected to be called again in the Dunedin district court on Thursday.
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Friday 6th July 2001 - NBR Personal Investor
Transram Group, a 50/50 joint venture between Panama-based WeCU and NZ-registered Genesis
International Charitable Trust, spent from $10-$12 million buying just over 50% of Wilson
Neill shares. The raid on Wilson Neill, which trades on the secondary exchange, took place
before the new Takeovers Code came into force on Sunday.
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Friday 9th March 2001 - NBR Personal Investor, by Nicholas Bryant
New Wilson Neill Corporation managing director Tim Connell is considering a board cleanout
in an attempt to rehabilitate the company's damaged image.
Four past and present Wilson Neill directors are facing charges laid by the Companies Office
and one former director, Paul Hyslop, is also being pursued by Fletcher Challenge for
alleged insider trading.
"Obviously there's been bad publicity and people are understandably cautious about being
involved in the stock," Mr Connell said. "The whole board structure is something I need to
look at over the next week or two ... I will address those issues during that time," Mr
Connell said.
At a special shareholders' meeting in Dunedin on Tuesday Mr Connell effectively gained
control of Wilson Neill and won the right to have two nominees of his choice appointed to
the board.
The market is keen to see if that right will result in the emergence of one of Eric Watson's
people in Wilson Neill. Mr Watson owns 10% of IT Media through his majority holding in
Pacific Retail Group. Mr Connell said he had not decided who to appoint. "Eric and I are
just mates ... I run my company, not him," he said.
Two board members whose days at Wilson Neill could be numbered are its chairman, Trevor
Mason, and director Diane Giles, both of whom face charges laid by the Companies Office
relating to the late filing of share issues.
The other two ex-Wilson Neill board members, Malcolm Johnson and Mr Hyslop, also face
charges.
Mr Connell took the reins at the ailing company when shareholders passed resolutions which
will effectively see the end of Wilson Neill's 140-year association with Dunedin.
An Auckland-based publishing entrepreneur, Mr Connell has engineered a near-reverse takeover
of the company, receiving 250 million 6c Wilson Neill shares and 30% ownership for the
privilege of backing his company IT Media into Wilson Neill.
Mr Connell said there would be strong synergies between his internet, magazine and
television lifestyle and business content and the ISP provision of Wilson Neill's subsidiary
Radionet. "We're looking to customise daily emails and bulletin boards to individuals, be it
for golf, fishing, rugby or business updates, and we'll be charging people for it," he said.
The share issue to Mr Connell makes Wilson Neill one of the most liquid equities traded in
the country, with about 800 million shares on issue. Those shares are trading at about 3.5c
on the secondary board of unlisted securities. An official Stock Exchange listing was a
goal, Mr Connell said.
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Friday 2nd March 2001 - NBR Personal Investor, by Nicholas Bryant
Court authorities revealed yesterday that 59 charges had been laid against a group of Wilson
Neill Corporation directors - a disclosure that comes just days before shareholders will be
asked to approve the acquisition of publishing house IT Media.
The court action could not have come at a worse time for Wilson Neill:
On Tuesday a special shareholders meeting will be held to decide whether to acquire IT Media
by issuing 250 million 6c Wilson Neill shares.
IT Media today launched the first issue of the New Zealand Business Times, a weekly
publication intended to be the flagship of the new Wilson Neill media company.
The charges are understood to be for 59 separate alleged breaches of s47 of the Companies
Act, for which the directors could be fined a total of $590,000.
The intended IT Media purchase, like so many of Wilson Neill's deals, will be made through
the issue of shares - the same practice at the centre of the court action.
It is likely this story will be the first the defendants - Wilson Neill director Diane
Giles; its chairman, Trevor Mason; and former directors Malcolm Johnson and Paul Hyslop -
will have heard of the charges they face.
The Dunedin District Court told The National Business Review yesterday it had received the
paperwork from the Companies Office but had not yet sent the four defendants a summons.
Wilson Neill is the majority owner of wireless internet company Radionet, Cobb & Co budget
restaurants and the trendy Iguacu eatery in Auckland's Parnell.
For a 30% stake in Wilson Neill, IT Media's owners, Tim Connell and Eric Watson, are due to
receive 250 million 6c Wilson Neill shares.
That is almost as many shares as the Companies Office believes were issued in breach of the
Companies Act.
Between November 1999 and June 2000 at least 201 million Wilson Neill shares were issued but
allegedly not properly processed by the board.
The 12 separate issues took the number of Wilson Neill shares on the market from about 277
million to about 578 million, resulting in a massive dilution of share value for investors.
It is believed that dilution, at a time of patchy growth, was responsible for Wilson Neill's
shares being slashed to a present trading value of below 5c after trading as high as 20c
early last year.
One of the share issues believed to have come under Companies Office scrutiny is 14 million
shares issued to former and controversial Wilson Neill Ltd director Colin Herbert.
The file says the resolution to give Mr Herbert the shares, in settlement of consultancy
fees, was made in April 1999.
But the 14 million 0.5c shares were not issued until February 17, 2000.
At the date of resolution Wilson Neill's shares were trading at 1.1c each, while at the date
of issue they were trading at about 12c, a paper gain for Mr Herbert.
Other share issues under question are two 25 million-share loan settlements to the Ellis
Family Trust, settlement of the purchase of Iguacu, a further issue to Mr Herbert and a
517,241 share issue as a "finder's fee" for Radionet.
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Friday 16th February 2001 - NBR Personal Investor, by Nicholas Bryant
In the wake of Jump Capital's decision to abandon funding Wilson Neill Corporation's 100%
subsidiary Radionet, Panama-based WeCU.com has stepped in to save the day.
A wireless internet provider to big business, Radionet has been seeking funding to build its
network domestically, into Australia and eventually into Asia.
An unconditional agreement signed yesterday will give WeCu.com a 27% stake in Radionet for
$17.5 million, with an option to increase its holding to 50% for a further $20 million over
the next two years.
WeCU.com founder and chief executive Shawn Okun said he was excited about providing
technology and services to the local market that had not previously been available.
"A lot of our technology is proprietary so Kiwis will be offered something pretty exciting,"
Mr Okun said yesterday.
A man with a prodigious past in the computer industry, including fixing problems for
Microsoft in its early days, Mr Okun said he had literally been a software developer since
childhood.
He started WeCU.com, a wireless internet company specialising in MMDS (multi-channel,
multi-point distribution systems) technology, in the Caribbean region five years ago.
Its advanced applications of the technology have spurred rapid growth, with offices in Costa
Rica, Vietnam and Pakistan and working affiliates in China, Japan, Canada, Central America
and the US.
Wilson Neill group general manager Phil Vosper said he was encouraged by the WeCU.com deal
after Radionet's Australian Mt Conqueror backdoor listing, NZSE listing plans and then a
Jump Capital equity injection all fell over.
He also said some synergies would arise between WeCU.com and Wilson Neill's likely 30% owner
Tim Connell of IT Media.
On Tuesday, March 6 Wilson Neill shareholders will be asked to vote on whether their company
should acquire IT Media for $15.26 million, settlement of which would be made by the issue
to Mr Connell and IT Media's 10% owner Eric Watson, of just over 250 million 6c Wilson Neill
shares.
That would give IT Media a 30% stake in Wilson Neill Corporation.
Mr Vosper said early indications from large Wilson Neill shareholders had been positive
about the deal.
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Thursday, December 21, 2000 - NBR Briefs
IT Media, which on Tuesday announced plans for a reverse takeover of Wilson Neill, continued
its expansionist path with the acquisition of Christchurch based online retailer CDStar from
EstarOnline, an internet software company.
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Wednesday, December 20, 2000 - NBR Briefs
Magazine publisher IT Media will become part of the Wilson Neill stable and be listed on the
New Zealand or Australian stock exchanges. IT Media founder Tim Connell will be issued shares
for his business, giving him 30% of Wilson Neill, which also has interests in a high-tech
company, Radionet, and some restaurants. IT Media recently acquired the FlyingPig online
retail business from Eric Watson's Blue Star group and it publishes NZ Rugby World, NZ
Fishing World and Rip It Up. It also planing a new title, NZ Business Times, early next year.
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Thursday, December 7, 2000 - NBR Briefs
Investment company Jump Capital has pulled out of a deal with Wilson Neill to inject funds in
to its wireless communication business Radionet. Wilson Neill said other parties, including
Ericcson Communications, had agreed to continue support for Radionet's business plan.
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Friday 1st December 2000 - NBR Personal Investor, by Chris Hutching
Wilson Neill's deal with Jump Capital is going ahead, in spite of the resignation of
director Paul Hyslop after he confessed to insider trading allegations involving Fletcher
Challenge shares.
Mr Hyslop announced the deal with Jump Capital in August and said it would unlock more than
$20 million in value to the lucky shareholders involved.
Exactly why or how this would be achieved remains unclear.
The deal would result in Wilson Neill subsidiary Radionet being extracted from the company
when Jump Capital takes a 28% stake, Wilson Neill retains 12% and 60% of the shares would be
distributed to Wilson Neill shareholders.
Like most of Wilson Neill's deals it will be accomplished with an issue of shares. Jump
Capital, whose shareholders include Sir Michael Fay and David Richwhite, would invest $10
million of new capital into the wireless communications business of Radionet ahead of its
own secondary board listing, according to Wilson Neill chairman Dunedin-based Trevor Mason.
Wilson Neill would be left with its interests in Auckland restaurant Iguacu, the Cobb & Co
franchise with 23 outlets, and leases on the Avonhead and Camelot Court hotels in
Christchurch.
As well as finalising the Jump Capital deal, the directors of Wilson Neill were due to
discuss Mr Hyslop's resignation and their attitude toward his plans to stand for re-election
at the next shareholders' meeting, possibly the special meeting to ratify the Jump Capital
deal sometime in January or at next year's annual meeting in August.
"He's a good bloke and it's a shame it happened. We'll have to review the situation but
we're not commenting at the moment," Mr Mason said.
The board would also consider a letter sent by Auckland shareholder Ian Andrews asking for
an investigation into a surge in Wilson Neill shares at the beginning of the year when they
peaked at 15c compared to the 6c they are trading at now. Mr Mason said he had been too busy
to look at the letter and felt it was unfortunate Wilson Neill's name had been dragged into
the insider-trading scandal involving Fletcher Challenge shares.
But the history of former listed Wilson Neill shareholder and director Colin Herbert's
involvement in a similar scandal in 1991 when he made an out of court settlement means the
spotlight remains focused on its dealings.
Mr Mason reiterated Wilson Neill is a different entity from the former listed company. The
former Wilson Neill was placed in liquidation in the mid-1990s by US-based Leucadia National
Corporation over a $NZ14.2 million loan guarantee for a San Diego property. It had a
subsidiary called Saudi Corporation, which was permitted to continue trading and its name
was changed to Wilson Neill Corporation.
The then 12,675 shareholders in Wilson Neill (in liquidation) were also issued with new
scrip in the new Wilson Neill Corporation resurrected by Dunedin chartered accountant Mr
Mason who was previously with Deloitte Touche Tohmatsu until he set up his own practice in
the 1990s.
But Christchurch-based Mr Herbert, officially a "consultant," has retained close links with
the new company.
A few months ago he made an unsolicited phone call to a National Business Review journalist
who he believed was investigating the company's activities in relation to its Cobb & Co
franchise.
Mr Mason confirmed Mr Herbert is closely involved but he described him as a consultant he
uses for special projects.
"Mr Herbert occasionally seeks out deals and puts them to the board for consideration," Mr
Mason said.