Investor in Scotsman owner Johnston Press sparks boardroom battle

The second-largest investor in Johnston Press (LSE: JPR.L - news) , the owner of The Scotsman and i newspapers, will next week ignite a battle for control of its board by demanding a shareholder meeting to oust its chairman.

Sky News has learnt that Christen Ager-Hanssen, a Norwegian businessman whose investment vehicle Custos owns 12.6% of the British media group, plans to write to Johnston Press's board in the coming days to requisition an extraordinary general meeting (EGM).

Sources said that Mr Ager-Hanssen was expected to seek the removal of Camilla Rhodes, the company's interim chairman, and to try to install himself in her place.

He is also thought likely to demand other changes to the composition of Johnston Press' board.

One insider said on Thursday evening that Mr Ager-Hanssen, who owns Sweden's Metro (Dusseldorf: 62M.DU - news) freesheet, had approached Crystal Amber, Johnston Press's largest investor with 18% of the shares, about supporting his campaign for change.

It was unclear what the wider level of support was for Mr Ager-Hanssen's move.

Responding to an enquiry from Sky News, Mr Ager-Hanssen confirmed the move, accusing the newspaper publisher's board of being "paralysed by fear".

He said that a 2019 deadline for refinancing Johnston Press's bonds was "hanging over [board members] like the sword of Damocles".

"The answer to a successful debt refinancing lies in a successful equity story," he said.

"In its fear, the board seems to have forgotten this, and as such has put the interests of shareholders behind.

"Rather than a strategic review of the refinancing or organising ad hoc bondholder committees, what Johnston Press needs is a radical shake-up of its business model - and that is what I will do."

Mr Ager-Hanssen's demand will come just days after Alex Salmond, the former Scottish first minister and SNP leader, was linked to a potential takeover bid for The Scotsman.

Johnston Press has been struggling under a mountainous debt burden for years, and now has a stock market value of just £15.35m.

As well as The Scotsman and the i newspapers, it owns dozens of regional titles, such as the Yorkshire Post, Sussex Express and Wigan Observer.

Run by Ashley Highfield, a former BBC and Microsoft (Euronext: MSF.NX - news) executive, Johnston Press has been caught in the media maelstrom which has decimated print advertising revenues as readers choose to consume news on free digital platforms instead.

Mr Ager-Hanssen, whose stake in Johnston Press emerged in August, is thought to be planning to acquire further shares, potentially up to the 29.9% threshold, beyond which he would be required to make a takeover bid for the company.

A battle for boardroom control at one of Britain's most prominent media companies would attract disproportionate interest given the tiny value now attributed to its shares.

Earlier this week, Johnston Press said it was approaching its biggest bondholders to form a committee with which to negotiate ahead of the maturity of £220m of bonds which are due to be repaid in 2019.

"We are making good progress on our strategic review and this is an important step in moving things forward, in discussion with all our stakeholders," Mr Highfield said.

Johnston Press declined to comment on Mr Ager-Hanssen's demands.

A source close to the media company pointed out that all of its board directors received the "firm endorsement of shareholders at May's annual meeting, with over 99% of the vote".