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ECR Minerals #ECR – Appointment of Andrew Scott as a Non-Executive Director. Issue of Options. Auditor Update
ECR Minerals plc (LON: ECR), the gold exploration and development company focused on Australia, is pleased to announce the appointment of Andrew Scott (“Andrew Scott”) as a Non-Executive Director of ECR Minerals plc, with immediate effect.
A communications specialist and media professional with more than 15 years of experience across key global markets, Andrew Scott is well known in the UK and across Australia as an interviewer with multi-media news and investor relations organisation Proactive Investors. He has also worked at Sky News UK, Reuters (where he presented and edited Business Show ‘Money Matters’) and worked in presenting and media roles at ITV and Television NZ (TVNZ).
A list of Andrew Scott’s current directorships/partnerships together with those held within the last five years is set out below:
Current: None.
Past (held within last five years): Andrew Scott Media Limited
Andrew Scott (aged 35) has confirmed that there is no further information to be disclosed pursuant to paragraph (g) of Schedule 2 of the AIM Rules.
David Tang, Chairman commented: “I am delighted to announce the appointment of Andrew Scott to the board of directors. Andrew needs no introduction; I know our investors and shareholders will be aware of his profile and calibre as a business anchor.
“We believe the doors that Andrew will open for us going forward will be invaluable to the board and to ECR on a corporate level.”
‘’At the same time, we continue to utilise recruitment firms to identify a new CEO and will provide further updates to shareholders as appropriate’’.
Additional Disclosures
The following information is disclosed pursuant to Schedule Two paragraph (g) of the AIM Rules for Companies.
Andrew Scott (aged 35) has one past directorship in the last five years being Andrew Scott Media Limited (09751664). He has no other current directorships and partnerships to disclose.
As part of Andrew’s employment contract Andrew has been issued with certain options, the details of which are as follows:
- Options over 5,000,000 ordinary shares which vest immediately and are exercisable at any time for a period of three years whilst Andrew remains a director of the Company at a price of 2.2p per ordinary share conditional on the VWAP of the ECR shares being greater than 3.75p for at least 10 days at the time of exercise; and
- Options over 10,000,000 ordinary shares which vest immediately and are exercisable at any time for a period of three years whilst Andrew remains a director of the Company at a price of 4.4p per ordinary share, conditional on the VWAP of the ECR shares being greater than 7.5p for at least 10 days at the time of exercise.
There is no further information regarding Mr Scott required to be disclosed pursuant to AIM Rule 17 and Schedule Two (g) of the AIM Rules for Companies and Mr Scott holds no other shares or options, other than those disclosed above.
Auditor Update
The Audit Partner (Responsible Individual – “RI”) for a company is expected to act in that role for 5 years before being required to rotate and be replaced by another RI. The current RI completed his 5 years at the conclusion of the audit for the year ended 30 September 2020.
However, the FRC Revised Ethical Standard 2019 states that in circumstances where the audit committee (or equivalent) of the audited entity decide that a degree of flexibility over the timing of rotation is necessary to safeguard the quality of the audit and the audit firm agrees, the RI may continue in this position for an additional period of up to two years (so that no longer than seven years in total is spent in the position).
Therefore, with the consent of PKF LittleJohn (the Company’s auditors) it has been agreed by the audit committee of ECR that whilst the current RI has been in place for five years, it is in the best interests of the Company, particularly given the recent and untimely death of former CEO Craig Brown, for the current RI to extend their position for one more year.
MARKET ABUSE REGULATIONS (EU) No. 596/2014
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 (MAR). Upon the publication of this announcement via Regulatory Information Service (RIS), this inside information is now considered to be in the public domain.
| 1 | Details of the person discharging managerial responsibilities | |||||||
| a) | Name | Andrew Scott | ||||||
| 2 | Reason for the notification | |||||||
| a) | Position/status | Non-Executive Director | ||||||
| b) | Initial notification/amendment | Initial notification | ||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | ECR Minerals plc | ||||||
| b) | LEI | 213800PBXY96KXHISJ17 | ||||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
| a) | Description of the financial instrument, type of instrument
Identification code |
ordinary shares of 0.001p each
GB00BYYDKX57 |
||||||
| b) | Nature of the transaction | Market purchases | ||||||
| c) | Price(s) and volume(s) |
|
||||||
| d) | Aggregated information
– Aggregated volume – Price |
15,000,000 3.67p |
||||||
| e) | Date of the transaction | 24 January 2022 | ||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||
Issue of Options
ECR Minerals plc also confirms today that it has issued options over 30,000,000 ordinary shares in the Company, to senior employees and certain directors / PDMRS of the Company.
The options vest immediately; have an exercise price of 2.2p and whilst they can then be exercised at any time for a period of three years, exercise is conditional on the Volume Weighted Average Price of the shares being 3.75 pence per share for 10 days at the time of exercise (“New Options”).
The Directors and PDMRs receiving shares are as follows:
| Name of PDMR | Number of New Options |
Total Options Held |
|
| David Tang (Chairman) | 10,000,000 | 10,000,000 | |
| Adam Jones (NED) | 5,000,000 | 5,000,000 |
The notifications set out below are provided in accordance with the requirements of the EU Market Abuse Regulation.
| 1 | Details of the person discharging managerial responsibilities | |||||||
| a) | Name | Adam Jones | ||||||
| 2 | Reason for the notification | |||||||
| a) | Position/status | Non-Executive Director | ||||||
| b) | Initial notification/amendment | Initial notification | ||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | ECR Minerals plc | ||||||
| b) | LEI | 213800PBXY96KXHISJ17 | ||||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
| a) | Description of the financial instrument, type of instrument
Identification code |
ordinary shares of 0.001p each
GB00BYYDKX57 |
||||||
| b) | Nature of the transaction | Market purchases | ||||||
| c) | Price(s) and volume(s) |
|
||||||
| d) | Aggregated information
– Aggregated volume – Price |
5,000,000 2.2p |
||||||
| e) | Date of the transaction | 24 January 2022 | ||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||
| 2 | Details of the person discharging managerial responsibilities | |||||||
| a) | Name | David Tang | ||||||
| 2 | Reason for the notification | |||||||
| a) | Position/status | Chairman & Director | ||||||
| b) | Initial notification/amendment | Initial notification | ||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | ECR Minerals plc | ||||||
| b) | LEI | 213800PBXY96KXHISJ17 | ||||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
| a) | Description of the financial instrument, type of instrument
Identification code |
ordinary shares of 0.001p each
GB00BYYDKX57 |
||||||
| b) | Nature of the transaction | Market purchases | ||||||
| c) | Price(s) and volume(s) |
|
||||||
| d) | Aggregated information
– Aggregated volume – Price |
10,000,000 2.2p |
||||||
| e) | Date of the transaction | 24 January 2022 | ||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||
FOR FURTHER INFORMATION, PLEASE CONTACT:
| ECR Minerals plc | Tel: +44 (0) 20 7929 1010 | ||
| David Tang, Non-Executive Chairman | |||
| Email: | |||
| Website: www.ecrminerals.com | |||
| WH Ireland Ltd | Tel: +44 (0) 207 220 1666 | ||
| Nominated Adviser
Katy Mitchell / Andrew de Andrade |
|||
| SI Capital Ltd | Tel: +44 (0) 1483 413500 | ||
| Broker | |||
| Nick Emerson | |||
| Novum Securities Limited | Tel: +44 (0) 20 7399 9425 | ||
| Broker
Jon Belliss |
|||
| Blytheweigh | Tel: +44 (0) 207 138 3204 | ||
| Public Relations | |||
| Tim Blythe
|
ABOUT ECR MINERALS PLC
ECR Minerals is a mineral exploration and development company. ECR’s wholly owned Australian subsidiary Mercator Gold Australia Pty Ltd (“MGA”) has 100% ownership of the Bailieston and Creswick gold projects in central Victoria, Australia, has eight licence applications outstanding including two licence applications lodged in eastern Victoria. (Tambo gold project). MGA is currently drilling at both the Bailieston (EL5433) and Creswick (EL6148) projects and has an experienced exploration team with significant local knowledge in the Victoria Goldfields and wider region.
https://mercatorgold.com.au/
ECR also owns 100% of an Australian subsidiary LUX Exploration Pty Ltd (“LUX”) which has three licence applications covering 900 km2 covering a relatively unexplored area in Queensland, Australia.
https://luxexploration.com/
Following the sale of the Avoca, Moormbool and Timor gold projects in Victoria, Australia to Fosterville South Exploration Ltd (TSX-V: FSX) and the subsequent spin-out of the Avoca and Timor projects to Leviathan Gold Ltd (TSX-V: LVX), Mercator Gold Australia Pty Limited has the right to receive up to A$2 million in payments subject to future resource estimation or production from projects sold to Fosterville South Exploration Limited.
ECR holds a 25% interest in the Danglay gold project; an advanced exploration project located in a prolific gold and copper mining district in the north of the Philippines, which has a 43-101 compliant resource. ECR also holds a royalty on the SLM gold project in La Rioja Province, Argentina and can potentially receive up to US$2.7 million in aggregate across all licences.