Euro Manganese Inc. (TSX-V and ASX: EMN; OTCQB: EUMNF; Frankfurt:
E06) (the "
Company" or "
EMN")
announces that, effective November 12, 2024 Vancouver time, Martina
Blahova, the Company’s current Chief Financial Officer, has been
appointed as Interim Chief Executive Officer. Ms Blahova will
replace Dr. Matthew James who has resigned as Chief Executive
Officer and director of the Company. Euro Manganese's Board will
conduct a search for a new Chief Executive Officer.
Ms. Blahova joined Euro Manganese in 2018 as
Corporate Controller and has served as Chief Financial Officer
since January 2020. Prior to joining the Company, Ms. Blahova was
Manager of Financial Reporting at SSR Mining Inc., a global
precious metals producer. She also worked in accounting consultancy
and was Manager of Financial Planning and Analysis for the Czech
subsidiary of Rheinmetall Group AG, a global supplier to the
automotive and defence industries. Ms. Blahova was previously at
PricewaterhouseCoopers in increasingly senior roles, having worked
at the firm’s Prague (CZ) and Reading (UK) offices. She received
her ACCA (UK) qualification while working at the Prague office of
Ernst & Young. Ms. Blahova is a Fellow Certified Chartered
Accountant in the UK and a Chartered Professional Accountant (CGA)
in Canada. She has a Master of Economics degree, specializing in
international trade, from the University of Economics in Prague,
and a Master of International Business from the Université
d'Orléans, France.
Euro Manganese also announces that Dean Larocque
has been appointed as the Company’s new Chief Financial Officer
effective November 12, 2024, replacing Ms. Blahova who is stepping
into the Interim CEO role. Mr. Larocque is a seasoned finance
professional and a Chartered Professional Accountant (CPA) in
Canada and a Certified Professional Accountant (CPA) in the United
States (Oregon, Nevada, Alaska). He has over 30 years of
experience, including an 18-year tenure as a Senior Assurance
Partner at PwC. Mr. Larocque has substantial experience in initial
public offerings, mergers and acquisitions, due diligence, all
forms of financing, dual listings, and mining and public
company-specific accounting, regulatory and controls issues. In
addition to his CPA certifications, Mr. Larocque recently obtained
his Independent Corporate Director (ICD.D) designation. He is a
graduate of the Institute of Corporate Directors at the Rotman
School of Management and Beedie School of Business, is a designated
Certified Financial Planner (CFP), and holds a joint Bachelor of
Business Administration (BBA) and Bachelor of Arts in Economics
(BA) from Simon Fraser University.
Mr. John Webster, Chairman of the Board of
Directors, commented:
“Over the past six years, Martina has been an
integral part of the growth of our business and a driving force
behind many of our key strategic milestones at Euro Manganese. The
Board is confident that, as Interim Chief Executive Officer, she
has the breadth of experience and knowledge to navigate current
market conditions, and we look forward to her continued guidance
and leadership as we undertake our search for a replacement. We are
also delighted to welcome Dean as our new Chief Financial Officer.
A seasoned financial and accounting executive with a long history
of working with companies like Euro Manganese, we are confident
that he will be an invaluable addition to the team. We extend our
sincere thanks to Matt for his significant contributions to Euro
Manganese and his efforts in progressing the Chvaletice Manganese
Project. We wish him well in his future endeavours.”
A summary of the material terms of Ms. Blahova’s
employment for compliance with ASX Listing Rule 3.16.4 is attached
to this announcement.
About Euro Manganese
Euro Manganese is a battery materials company
focused on becoming a leading, competitive, and environmentally
superior producer of high-purity manganese for the electric vehicle
industry and other high-technology applications. The Company is
advancing development of the Chvaletice Manganese Project in the
Czech Republic, which is a unique waste-to-value recycling and
remediation opportunity involving refining old tailings from a
decommissioned mine. The Chvaletice project is the only sizable
resource of manganese in Europe, strategically positioning the
Company to provide battery supply chains with critical raw
materials to support the global shift to a circular, low-carbon
economy.
Authorized for release by the Chairman of the
Board of Euro Manganese Inc.
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) or the ASX accepts responsibility for the
adequacy or accuracy of this release.
Enquiries
Martina BlahovaInterim Chief
Executive Officer+1 (604) 681-1010martina@mn25.ca
LodeRock AdvisorsNeil
WeberInvestor and Media Relations – North America+1 (647)
222-0574neil.weber@loderockadvisors.com
Jane Morgan ManagementJane
MorganInvestor and Media Relations - Australia+61 (0) 405 555
618jm@janemorganmanagement.com.au
Company Address: #709 -700 West
Pender St., Vancouver, British Columbia, Canada, V6C 1G8
Website: www.mn25.ca
Forward-Looking Statements
Certain statements in this news release
constitute “forward-looking statements” or “forward-looking
information” within the meaning of applicable securities laws. Such
statements and information involve known and unknown risks,
uncertainties and other factors that may cause the actual results,
performance, or achievements of the Company, its Chvaletice
Project, or industry results, to be materially different from any
future results, performance or achievements expressed or implied by
such forward-looking statements or information. Such statements can
be identified by the use of words such as “may”, “would”, “could”,
“will”, “intend”, “expect”, “believe”, “plan”, “anticipate”,
“estimate”, “scheduled”, “forecast”, “predict” and other similar
terminology, or state that certain actions, events or results
“may”, “could”, “would”, “might” or “will” be taken, occur or be
achieved.
Readers are cautioned not to place undue
reliance on forward-looking information or statements.
Forward-looking statements are subject to a number of risks and
uncertainties that may cause the actual results of the Company to
differ materially from those discussed in the forward-looking
statements and, even if such actual results are realized or
substantially realized, there can be no assurance that they will
have the expected consequences to, or effects on, the Company.
Forward looking statements include statements
about undertaking a search for a new CEO and any expected outcome,
and ability to navigate current market conditions. All
forward-looking statements are made based on the Company's current
beliefs including various assumptions made by the Company,
including that the Chvaletice Project will be developed and operate
as planned, that the demonstration plant will continue to operate
successfully, that the Company will obtain sufficient financing,
and that the Company will be able to meet the conditions of its
secured financing. Factors that could cause actual results or
events to differ materially from current expectations include,
among other things: inability to find a suitable permanent CEO;
insufficient working capital; inability to meet the conditions of
its secured financing, risks due to granting security, lack of
availability of financing for developing and advancing the
Chvaletice Project; the potential for unknown or unexpected events
to cause contractual conditions to not be satisfied; developments
in EV (Electric Vehicles) battery markets and chemistries; risks
related to fluctuations in currency exchange rates; and regulation
and changes in laws by various governmental agencies. For a further
discussion of risks relevant to the Company, see “Risk Factors” in
the Company's annual information form for the year ended September
30, 2023, available on the Company's SEDAR+ profile at
www.sedarplus.ca.
Although the forward-looking statements
contained in this news release are based upon what management of
the Company believes are reasonable assumptions, the Company cannot
assure investors that actual results will be consistent with these
forward-looking statements. These forward-looking statements are
made as of the date of this news release and are expressly
qualified in their entirety by this cautionary statement. Subject
to applicable securities laws, the Company does not assume any
obligation to update or revise the forward-looking statements
contained herein to reflect events or circumstances occurring after
the date of this news release.
Appendix
Summary of Material Contract Terms for Incoming Interim
Chief Executive Officer
In accordance with ASX Listing Rule 3.16.4, the
following are the material terms of the employment agreement with
Ms. Martina Blahova for the role of Interim Chief Executive Officer
of Euro Manganese Inc. ("EMN"), which was entered
into effective November 12, 2024.
The key remuneration and contract terms related
to Ms. Blahova’s new employment agreement are set out below:
Effective Date: |
12 November 2024 |
Term: |
Interim CEO |
Fixed Annual Remuneration
(FAR): |
FAR of CAD$450,000
per annum, to be taken as cash. |
|
|
Incentives: |
|
Short Term Incentive Plan
(STIP): |
Ms. Blahova is
eligible for a short term incentive plan of up to 75% of her FAR
based on the achievement of certain corporate and individual
performance targets, payable as a cash bonus. The minimum award is
nil, which would occur if the threshold level of performance is
missed on each STIP measure, if individual performance does not
warrant an award, or if the Board determines that no award be
made.Annual awards under STIP are subject Ms. Blahova’s individual
performance (achievements and conduct) and EMN and Ms. Blahova
achieving Board-approved targets. |
Long Term Incentive Plan (LTIP): |
The form of Ms. Blahova’s participation in EMN’s LTIP is by way of
Stock Option Plan and Board approval. Stock options granted to Ms.
Blahova can range from 0% - 100% of the target
LTIP opportunity, based upon the achievement of corporate and
individual performance targets. Ms. Blahova’s annual performance is
measured against corporate and individual performance objectives,
the weighting of each being dependent upon her role in the
organization and relative influence over corporate performance
objectives. Any future stock option grants to Ms. Blahova are
expected to have an expiry of 10 years, and the vesting schedule
will be: (A) 50% of the stock option grant will vest 1/3 (or 16.66%
of the total grant) on the first anniversary of the date of the
grant, 1/3 (or 16.67% of the total grant) on the second anniversary
of the date of the grant, and 1/3 (or 16.67% of the total grant) on
the third anniversary of the date of the grant, all subject to the
Board’s discretion; and (B) 50% of the stock option grant will vest
on corporate goals/hurdles to be set at the time of the grant, all
subject to the Board’s discretion. |
|
|
|
|
|
|
Termination Provisions: |
|
|
Resignation by Ms. Blahova |
Ms. Blahova may terminate her
employment at any time by giving EMN not less than six weeks’
written notice. EMN may waive or reduce this notice
requirement. |
|
Termination by EMN with
Notice |
The Company may terminate Ms.
Blahova’s employment at any time by giving three months’ notice,
which can be waived by either party. Additionally, upon a
termination without cause, all unvested stock options shall
vest. |
|
Termination by EMN Without
Notice |
Upon the Company’s termination of
Ms. Blahova's employment for cause, Ms. Blahova shall not be
entitled to reasonable written notice of termination or pay in lieu
of notice of termination, or any other compensation or damages for
severance. |
|
Restraint |
Ms. Blahova has a limited
12-month post-employment restraint. |
|
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