TIDMUFO
RNS Number : 2767I
Alien Metals Limited
04 August 2023
Trading Symbols
AIM: UFO
FWB: I3A1
4 August 2023
Alien Metals Ltd.
("Alien" or "the Company")
BOARD AND EXECUTIVE CHANGES
Iron Ore and Capital Market Specialists Appointed to Drive
Strategy, Projects and Value
Alien Metals Ltd. (LSE AIM: UFO), a global minerals exploration
and development company, is delighted to announce a series of
specialist Board and Executive appointments with a collective track
record of development, discovery, international stock markets and
the creation of significant shareholder value.
Mr Alwyn Vorster - Non-Executive Chairman
Mr Vorster joins the Company as Non-Executive Chairman. Mr
Vorster has extensive corporate, marketing and project development
experience in the bulk commodities arena, particularly iron ore,
having previously held positions as Interim Chief Executive Officer
of Hastings Technology Metals (ASX: HAS), Managing Director of BCI
Minerals (ASX: BCI) and Managing Director of Iron Ore Holdings, as
well as senior roles with Aquila Resources and Rio Tinto Iron
Ore.
Mr Vorster brings a proven track record of creating significant
shareholder value from discovering and developing mineral deposits
through studies, approvals, funding, offtake, infrastructure
solutions and development. Under Mr Vorster's tenure at Iron Ore
Holdings Ltd., the company's market capitalisation increased
multiple times, and he received the coveted Diggers and Dealers
award in 2012 as "Dealer of the Year" for completing multiple
tenement and project transactions with large international
companies resulting in more than US$500m cash and royalty value. Mr
Vorster's deep-rooted experience will be invaluable as the Company
seeks to accelerate its projects and grow Alien to a formidable
brand and stock.
Mr Vorster is currently a Non-Executive Director at Arrow
Minerals (ASX: AMD) and ChemX Materials (ASX: CMX).
Mr Guy Robertson - Finance Director
Mr Guy Robertson, the current Executive Chairman, will
transition to his new Executive role as Finance Director. Guy has
nearly 40 years of experience in the corporate and mining industry
and extensive experience with raising capital and managing
acquisitions and disposals.
Ms Elizabeth Henson - Non-Executive Director
Ms Henson joins the Company as Independent Non-Executive
Director and is an international lawyer with over 35 years of
global experience in corporate governance, business and
professional services. Ms Henson was a Senior Partner at PwC based
in London between 2007 and 2019, and prior to that, she was a
commercial partner in an accountancy firm focused on international
business.
Whilst at PwC, Ms Henson founded and led the UK Firm's
International Entrepreneurs business and has worked with PwC's
capital markets team on numerous LSE and AIM transactions.
Ms Henson is currently a Non-Executive Director of Future Metals
Plc (ASX: FME, LSE: FME) and AIM listed Alba Mineral Resources Plc
(LSE: ALBA).
Mr Troy Whittaker - Chief Executive Officer - Alien Limited
Mr Whittaker was initially appointed Chief Executive Officer of
Iron Ore Company of Australia Pty Ltd. (IOCA), Alien Metals Ltd.'s
wholly owned subsidiary, and has been acting as Group Chief
Executive Officer (non-Board) since December 2022, a role he now
has been appointed to.
Mr Whittaker is an executive with more than 20 years of
experience, spanning successful international project evaluation,
development and the operation of multi-billion-dollar assets
globally across a broad range of commodities, including iron ore.
He has a proven track record of leadership, specialising in
commercial management, project delivery and supply chain planning
in dynamic environments.
Previously, Mr Whittaker held senior roles with major global
mining companies Fortescue Metals Group Ltd, Anglo American UK,
Sirius Minerals Plc and, most recently, Strandline Resources Pty
Ltd.
Director Resignation
Mr Mark Culbert resigned as a Director on 4 August 2023, and the
Board thanks him for his services and support and wishes him well
for the future.
Award of Director and Management Incentives
As part of Alwyn Vorster's contract, the Company has agreed to
issue him with the following Performance Rights and Options.
Performance Vesting Period Vesting Milestones
Rights
On satisfactorily negotiating
By 31 December the final payment for the Hancock
1 12,500,000 2024 project acquisition.
------------ --------------- ------------------------------------
Successful development decision,
or divestment or IPO or joint
By 31 December venture of the Elizabeth Hill
2 12,500,000 2024 and/or Munni Munni Tenements
------------ --------------- ------------------------------------
First shipment from the Hancock
Project; or value creation through
By 31 December successful divestment, IPO or
3 25,000,000 2025 joint venture
------------ --------------- ------------------------------------
Options vest 50% of each class on completion of one year service
and 50% on completion of two years' service.
Share Options Exercisable Premium Exercise Price
by to Price (pence)
on 7 July
2023 (0.36
pence)
1 25,000,000 31-July-27 100% 0.72
-------------- ------------ ------------ ---------------
2 30,000,000 31-July-27 150% 0.90
-------------- ------------ ------------ ---------------
3 35,000,000 31-July-27 200% 1.08
-------------- ------------ ------------ ---------------
4 40,000,000 31-July-27 250% 1.26
-------------- ------------ ------------ ---------------
As part of Elizabeth Henson's contract, the Company has agreed
to issue her with the following Options.
Options vest 50% of each class on completion of one year service
and 50% on completion of two years' service.
Share Options Exercisable Premium Exercise Price
by to Price (pence)
on 7 July
2023 (0.36
pence)
1 10,000,000 31-July-27 100% 0.72
-------------- ------------ ------------ ---------------
2 15,000,000 31-July-27 150% 0.90
-------------- ------------ ------------ ---------------
3 20,000,000 31-July-27 200% 1.08
-------------- ------------ ------------ ---------------
4 20,000,000 31-July-227 250% 1.26
-------------- ------------ ------------ ---------------
As part of Troy Whittaker's contract, the Company has agreed to
issue him with the following Performance Rights.
A. The Employee will be issued the Executive Performance
Incentives (Performance Rights, being fully paid ordinary shares in
the Company) with the following vesting conditions:
1. 15,000,000 Performance Rights vesting on:
a. The volume weighted share price being greater than GBP0.01p
over 30 consecutive days in which trading in the Company's
securities occurred.
2. 20,000,000 Performance Rights vesting on:
a. The volume weighted share price being greater than GBP0.015
over 30 consecutive days in which trading in the Company's
securities occurred.
3. 25,000,000 Performance Rights vesting on:
a. The volume weighted share price being greater than GBP0.02
over 30 consecutive days in which trading in the Company's
securities occurred.
4. 40,000,000 Performance Rights vesting on:
a. The volume weighted share price being greater than GBP0.025
over 30 consecutive days in which trading in the Company's
securities occurred.
5. 20,000,000 Performance Rights vesting on
a. the successful spin-out (IPO) or joint venture or sale of the
Elizabeth Hill and Munni Munni Project.
6. 20,000,000 Performance Rights vesting on:
a. Completion of satisfactory agreement for final payment for the Hancock Project.
7. 20,000,000 Performance Rights vesting on Hancock Project
securing a full funding solution for development up to first
production.
8. 20,000,000 Performance Rights vesting on:
a. First shipment from Hancock project.
9. 20,000,000 Performance Rights vesting on:
a. Completion of 1,000,000 tonnes of product shipped from the Hancock Project
10. 20,000,000 Performance Rights vesting on:
a. EBITDA of greater than A$10,000,000 in any consecutive 12 month period
11. 40,000,000 Performance Rights vesting on:
a. EBITDA of greater than A$20,000,000 in any consecutive 12 month period
B. Subject to C and D, Performance Rights shall vest, be due and
title given to the Employee within 30-days upon the Board
confirming that the vesting condition/s have been met.
C. Subject to D, Performance Rights allowed to vest to the
Employee shall not exceed 100,000,000 in any given calendar
year.
D. Should the Employee have satisfied vesting conditions for
Performance Rights that exceed 100,000,000 in a calendar year,
those Performance Rights shall vest as soon as reasonably practical
in the following calendar year, while still retaining the
100,000,000 limit in any calendar year.
In total, the Board has agreed to issue 505 million Performance
Rights and Options representing approximately 9.5% of the Company's
issued share capital, being 50 million Performance Rights and 130
million Options to Alwyn Vorster, 65 million Options to Elizabeth
Henson and 260 million Performance Rights to Troy Whittaker, (the
"Director Incentives"). Noting that at the time these are awarded
Alwyn Vorster and Elizabeth Henson will be Directors of the Company
and Troy Whittaker is a director of the Company's wholly owned
subsidiary IOCA, the issue of the Director Incentives is a related
party transaction pursuant to AIM Rule 13. Accordingly, the Board
at the time, being Guy Roberton, Daniel Smith and Mark Culbert,
having consulted with the Company's nominated adviser, Beaumont
Cornish Limited, consider the terms of the Director Incentives to
be fair and reasonable insofar as shareholders are concerned. In
taking this view, the Board has carefully considered the need to
incentive the new directors as the Company enters a critical period
in its development, the requirement to attract high calibre mining
professionals with experience in bringing iron ore projects into
production and the potential benefits to Shareholders as a whole
should the conditions of the Directors Incentives be realised.
Additional Information
As required under Schedule Two, paragraph (g) (i)-(viii) of the
AIM Rules for Companies further disclosures are as follows.
Mr Alwyn Petrus Vorster
Mr Vorster, aged 60, has held the following directorships and/or
partnerships in the past five years:
Current Past
Arrow Minerals Ltd. BCI Minerals Ltd.
----------------------------
ChemX Materials Ltd. Volt Resources Ltd.
----------------------------
Earthstone Resources Pty Mardie Port Pty Ltd
Ltd.
----------------------------
Mardie Port Holdings Pty
Ltd
----------------------------
Mardie Mine Holdings Pty
Ltd
----------------------------
Mardie Project Company
Pty Ltd
----------------------------
Mardie Holdings Pty Ltd
----------------------------
BC Gold Pty Ltd
----------------------------
Mardie Minerals Pty Ltd
----------------------------
BC Iron (SA) Pty Ltd
----------------------------
Greenstone Gold Pty Ltd
----------------------------
Pel Iron Ore Pty Ltd
----------------------------
Mal's Ridge Pty Ltd
----------------------------
Maitland River Pty Ltd
----------------------------
Iron Valley Pty Ltd
----------------------------
Cape Preston Logistics
Pty Ltd
----------------------------
Bungaroo Southland Pty
Ltd
----------------------------
Buckland Minerals Transport
Pty Ltd
----------------------------
BCI Exploration Pty Ltd
----------------------------
BC Pilbara Iron Ore Pty
Ltd
----------------------------
BC Potash Pty Ltd
----------------------------
BC Iron Nullagine Pty
Ltd
----------------------------
Mozambi Resources Pty
Ltd
----------------------------
Ms Elizabeth Caroline Henson
Ms Henson, aged 64, has held the following directorships and/or
partnerships in the past five years:
Current Past
Alba Minerals Ltd. TNG Minerals Ltd.
-----------------------
Future Metals Ltd. 55 Shepherds Hill Ltd.
-----------------------
Ixia Advisors Limited Pricewaterhousecoopers
LLP
-----------------------
71 Chetwynd Road Management
Ltd
-----------------------
Timespot Property Management
Ltd
-----------------------
Interlock Limited
-----------------------
Future Metals NL
-----------------------
There is no further information on Mr Vorster or Ms Henson
required to be disclosed under Schedule Two, paragraph (g) of the
AIM Rules for Companies.
For further information please visit the Company's website at
www.alienmetals.uk , or contact:
Beaumont Cornish Limited (Nomad)
James Biddle / Roland Cornish Tel: +44 (0) 207 628 3396
WH Ireland Ltd (Joint Broker)
Harry Ansell / Katy Mitchell Tel +44 (0) 207 220 1666
BlytheRay (Financial PR)
Tim Blythe / Megan Ray / Said Izagaren Tel: +44 (0) 20 7138 3204
Notes to Editors:
Alien Metals Ltd. is a mining exploration and development
Company listed on the AIM market of the London Stock Exchange (LSE:
UFO).
The Company focuses on delivering a profitable, long-life direct
shipping iron ore operation based out of the Pilbara in Western
Australia. In 2019, the Company acquired 51% of the Brockman and
Hancock Ranges high-grade (Direct Shipping Ore) iron ore projects
and, in December 2022, moved to 90% legal and beneficial ownership.
The Company also acquired 100% of the Vivash Gorge Iron Ore project
in the west Pilbara in July 2022.
The Company owns 100% of the Elizabeth Hill Silver Project,
which consists of the Elizabeth Hill Historic Mining Lease and the
115km(2) exploration tenement around the mine.
Alien also holds a 100% interest in the Munni Munni Platinum
Group Metals and Gold Project in the West Pilbara, Western
Australia, one of Australia's major underexplored PGE and base
metals projects. Munni Munni holds a historic deposit containing
2.2Moz 4E PGM: Palladium, Platinum, Gold, Rhodium.
Recently, the Company acquired 100% of the Western Hancock
Tenement. The new tenement adjoins the Company's existing Hancock
tenement, which contains a significant direct shipping iron ore
deposit, giving the entire Hancock project direct access to the
Great Northern Highway.
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END
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August 04, 2023 02:00 ET (06:00 GMT)
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