Caerus Mineral Resources plc’s investigation into “certain actions and commercial decisions by previous management” will see 4.9 million shares returned and 10m warrants cancelled.
GOVERNANCE
The company will also focus on its alliance with cornerstone investor EV Metals Group (EVM), and rebuild shareholder confidence.
Chairman Christoper Lambert said in a statement today that he remained committed to introducing “more robust corporate governance structures” and to operate to high standards with all its stakeholders.
“The company has agreed settlement terms with former directors, Michael Johnson and Martyn Churchouse resulting in, substantially, all of their shares being gifted back to the company (for no consideration) and the termination of their warrants.
“Together, these actions help to draw a line in the sand and allow the company to commit its efforts to providing equity value for shareholders, with the support of the EVM alliance.”
Mr Lambert added that Caerus was at an “advanced stage” in searching for an independent director to further strengthen corporate governance and protect all shareholders’ interests.
GIFTED SHARES
The agreement with each of the former directors includes the termination of all warrants held by them, representing in total 10,100,000 warrants over ordinary shares of £0.01 each.
Additionally, the return of a total 4,920,001 shares in the company held by the two former directors as a “gift” for no consideration.
The company has also negotiated a one-off payment, expected in the new year, which will “contribute significantly towards the value lost by previous management decisions”.
Caerus said it would dispose of the returned shares to bona fide third-party purchasers to raise additional capital for the company.
A further “share gift” is expected after which the company will have in total 50.525.945 ordinary shares, each with one vote.
Caerus’s issued share capital, inclusive of the gifted shares held by the company, will remain 61,211,258.
The company currently has in issue a total of 18,383,174 warrants over shares.
Termination of the former director warrants will result in a total of 8,283,174 warrants in issue, equal to 13.5% of the issued share capital.