DFAN14A: Definitive additional proxy soliciting materials filed by non-management including Rule 14(a)(12) material
Published on May 19, 2008
UNITED STATES
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20549
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VAALCO
ENERGY, INC.
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(Name
of Registrant as Specified in Its Charter)
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NANES
DELORME PARTNERS I LP
NANES
BALKANY PARTNERS LLC
NANES
BALKANY MANAGEMENT LLC
JULIEN
BALKANY
DARYL
NANES
LEONARD
TOBOROFF
CLARENCE
COTTMAN III
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(Name
of Persons(s) Filing Proxy Statement, if Other Than the
Registrant)
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Filed:
On May 7,
2008, Nanes Delorme Partners I LP (“Nanes Delorme Partners”), together with the
other participants named herein, filed with the Securities and Exchange
Commission (“SEC”) a definitive proxy statement and an accompanying GOLD proxy
card to be used to solicit votes for the election of its nominees at the 2008
annual meeting of stockholders of VAALCO Energy Inc., a Delaware
corporation.
Item 1:
On May 19, 2008, Nanes Delorme Partners issued the following press
release. A copy of the press release was posted at
http://www.ImproveVAALCO.com.
NANES
DELORME PARTNERS FILES INVESTOR PRESENTATION IN SUPPORT OF ELECTION OF A
MINORITY SLATE TO VAALCO’S BOARD OF DIRECTORS
Presentation
Highlights Nanes Delorme Partners’ Concerns Regarding VAALCO’s Lack of
Commitment to Enhance Stockholder Value
NEW YORK, NY – MAY 19, 2008 –
Nanes Delorme Partners I L.P. (“Nanes Delorme Partners”) today announced
that it has filed with the Securities and Exchange Commission an investor
presentation for VAALCO Energy, Inc. (“VAALCO” or the “Company”) (NYSE: EGY)
stockholders in which Nanes Delorme Partners urges VAALCO stockholders to vote
for its minority slate of highly qualified, independent director nominees at
VAALCO’s Annual Meeting on June 4, 2008. The Nanes Delorme Partners
director nominees are Mr. Julien Balkany, Mr. Leonard Toboroff and Mr. Clarence
Cottman III. The presentation and other proxy materials are available
at www.ImproveVAALCO.com
or www.sec.gov.
Nanes
Delorme Partners, with associated entities, currently beneficially owns
4,700,000 of the outstanding shares of VAALCO, representing approximately 7.9%
of the Company, making it the largest stockholder of VAALCO based on publicly
available information.
The
investor presentation filed today addresses what Nanes Delorme Partners believes
are critical issues regarding VAALCO’s current incumbent directors and their
sincere lack of interest in improving the Company’s strategic direction,
operating performance and corporate governance. The presentation
includes, among other things, Nanes Delorme Partners’ concerns about
VAALCO’s:
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Disappointing
stock performance;
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Management
and the Board’s dismissal of stockholder
concerns;
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Lack
of accountability and sub-standard corporate governance
practices;
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Lack
of consistent strategic vision and failure to consider strategic
alternatives;
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Pattern
of over-selling its exploration
potential;
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Disastrous
oil exploration diversification in the UK North
Sea;
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Poor
operational and financial
performance;
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Underperformance
compared to its E&P peers;
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Entrenched
Board with conflicts of interest;
and
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Willingness
to squander shareholder funds on a shameless and meritless
lawsuit.
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Julien
Balkany, a Managing Member of Nanes Balkany Partners LLC, the General Partner of
Nanes Delorme Partners, stated: “The Board’s recent rhetoric, fabrications and
baseless lawsuit demonstrates that it has no regard for its stockholders, nor
the democratic process, and is uninterested in taking steps to increase
stockholder value beyond the misguided strategy that management currently has in
place. The Board and management of VAALCO should focus their energy
and resources on improving the Company’s poor performance and maximizing
stockholder value rather than wasting stockholder money and trying to mislead
investors.”
Mr.
Balkany added, “We are also troubled by the apparent conflicts of interest at
VAALCO and on its Board. Despite having sold its controlling interest
in VAALCO in early 2005, Brown Brothers Harriman appears to continue to have
tremendous influence over the Board through its direct family ties to Chairman
and CEO Robert L. Gerry III as well as its current role advising the
Company. In addition, Brown Brothers Harriman has little expertise in
the oil and gas industry. We believe stockholders deserve a truly
independent financial advisory firm that possesses the correct industry and
geographical focus in order to evaluate and explore all strategic
alternatives.”
Mr.
Balkany concluded, “We are committed to standing up for, and protecting the
rights of, all stockholders. We will not be deterred from expressing
our views in a democratic process because it is alarmingly apparent that VAALCO
stockholders need new independent voices on the Board.”
About
Nanes Delorme Partners I LP
Nanes
Delorme Partners I LP is a U.S.-based hedge fund that invests primarily in the
oil and gas exploration and production sector. Nanes Delorme Partners I LP
pursues active investments in publicly traded companies that it believes are
trading at a significant discount to their intrinsic values or where one or more
potential catalysts exist that could materially unlock the inherent value of
those companies.
The
General Partner of Nanes Delorme Partners I LP is Nanes Balkany Partners
LLC.
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Contact:
Media:
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Verbinnen & Co.
Paul
Caminiti/Dan Gagnier/Jane Simmons, 212-687-8080