Uniti Wireless avoids answering questions on why its co-founders were sacked the day after stock exchange launch

Adelaide internet provider Uniti Wireless is refusing to answer questions about the sacking of its co-founders the day after going public on the stock exchange — as multiple sources suggest it was related to their long-term relationship breaking down.

Uniti Wireless co-founders Che Metcalfe and Sasha Baranikov were in a long-term relationship that broke down before the company launched on the Australian Stock Exchange. Picture: Dean Martin/AAP

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Uniti Wireless has refused to answer questions about the sacking of its co-founders as multiple sources suggest it was related to their relationship breakdown.

The day after the company listed on the stock exchange last week, the board terminated former partners and co-founders Che Metcalfe and Sasha Baranikov.

The Advertiser has since been contacted by one investor who wants at least one of the remaining directors, Kathy Gramp, to step aside, claiming investors in the initial public offering (IPO) were misled.

The Uniti Wireless prospectus portrayed the founders as key staff members and set out the shares they could earn in the future related to their performance, as well as their ongoing salary details.

The prospectus did not indicate the pair had been in a long-term relationship, which it is understood broke down in the past year.

Mr Metcalfe told The Advertiser on Tuesday he does not believe his personal relationships were relevant to or associated with his sacking.

He said he was “blindsided” by the decision.

“I can confirm Sasha and I separated. It had nothing to do with work and didn’t affect my work life or her work life,” he said.

“Things are amicable between us. I haven’t broken any company rules or done anything inappropriate ... so there’s no reason our relationship coming to an end is a reason for us to be moved on.’’

Uniti listed on the stock exchange last Wednesday, sacked Mr Metcalfe and Ms Baranikov on Thursday, and announced the move on Friday.

A number of questions relating to what the board knew, and when, were submitted by The Advertiser to the company on Monday, including:

WHEN did the board decide to terminate the pair?

WHY was the company allowed to list based on the facts in the prospectus, if the board was aware that it would terminate the pair shortly after listing, or that those facts were no longer true?

DO the directors believe the company listed in compliance with its continuous disclosure obligations?

HAVE any shareholders contacted the company expressing their annoyance with the sackings?

HAS legal action been raised as a possible remedy from shareholders?

WHY was the fact that Mr Metcalfe and Ms Baranikov were married not disclosed in the prospectus? (The Advertiser now understands the pair were not actually married but had been in a long-term relationship).

The company would not elaborate on its statement from Friday.

Company secretary Peter Wildy said in a statement today: “Thank you for your interest in Uniti Wireless. The relevant facts behind the board’s decision in relation to the termination of Mr Metcalfe and Ms Baranikov have already been disclosed in the company’s letter to shareholders dated 15 February (attached for your reference). The board has no further statement to make on this matter.’’

The full text of that letter is below.

The company said the move was “part of the rationalisation and integration of the FuzeNet Pty Ltd business acquired on the 11th Feb and the Uniti business’’.

The company’s shares have fallen from the issue price of 25c and were trading at 19c on Tuesday.

One investor, who has also contacted one of Uniti’s major shareholders IOOF, has called on Ms Gramp to stand aside.

“Following the termination of the founders and the massive hit to the share price minimal investigation by us has found that there has been a serious lack of integrity as it relates to corporate governance,’’ the investor said in an email.

One commenter on share discussion website HotCopper was also less than impressed.

“The company should have made the expected retirement of the two founders known in the prospectus,’’ the investor writes.

“The ASX should look into this further. Complete BS.’’

The Advertiser has contacted Ms Baranikov for comment.

The company’s remaining directors are chairman Graeme Barclay, former Internode and iiNet executive John Lindsay, and Ms Gramp, who is also on the board of Codan.

Uniti Wireless’ initial public offer closed at the end of January with the company overcoming a challenging investor market to raise $13.2 million through the issue of nearly 53 million shares at 25c each.

Uniti provides line of sight, fast broadband via towers and has been targeting disgruntled NBN customers in its marketing efforts.

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Uniti Wireless ASX Statement

The Company provides further information regarding the announcement of the cessation of employment of Mr Che Metcalfe and Ms Sasha Baranikov.

The employment of both persons was terminated by the CEO on the afternoon of the 14th February 2019. The Employment Contracts provided the Company could terminate the contract on one month’s notice. The Company has elected to pay one month’s salary in lieu of notice.

The termination is part of the rationalisation and integration of the FuzeNet Pty Ltd business acquired on the 11th Feb and the Uniti business. This is a change identified by the CEO and is a decision made as part of the rationalisation of two businesses.

The change in Board structure is a result of the termination of executive duties, clause 43(g) of the Company’s constitution requires that when an Executive Director of the Company ceases to be an executive, the position of Director is vacated. The change in Board composition is a result of the constitutional provision.

The Board will consider its composition and vacancies in the near future. Rationalisation and integration could not commence, until after the completion of the acquisition of FuzeNet Pty Ltd and the listing of the Company on the 13th February. The change in Board composition was a requirement of the constitution of the Company as a result of the cessation of employment of the Executive Directors.

Peter Wildy

Company Secretary