Dear Mr Clarke

Lest you believe I am “bullying” you (for which I intend to bring along a few boxes of Kleenex for you and Mr Eales at the forthcoming GM’s), I quote a selection of historic statements made directly from you in the last 6 years Ironveld Plc Report & Accounts – 

Chairmans Statement 2016 – “The Group announced on 6 October 2016 that they have received approval for a ZAR244m funding package for the Project and were in the process of executing formal funding agreements. The Group is also in advanced stages of negotiating the remaining debt agreements for the Project. Overall a ZAR 871m financing package is proposed.“

Chairmans Statement 2017 – “Shortly after the year-end and following the signing of the two MOUs relating to Middelburg, the Company put down a R8.8m refundable deposit towards the potential acquisition in exchange for exclusivity. Although the negotiations and due diligence of the acquisition have taken longer than planned, the Directors remain confident of successfully concluding discussions and securing the required funding. Once the necessary upgrades and refurbishments have been made, the Company’s own magnetite ore can be processed through the Middelburg smelting facility and the Company will then supply products to its offtake partners. Considerable time has been spent by management on site at the Middelburg Smelting facility, preparing for the commencement of operations. However, no further work will be done until the funding for the acquisition has been concluded and the necessary upgrades have been made.

Furthermore, post-period end, we were able to close a third successful fundraise to strengthen our balance sheet and working capital position, as we remain focused on the potential acquisition of the Middelburg Smelting facility and moving towards commencing production.”

Chairmans Statement 2018 – “During the year, we achieved a number of milestones that took us closer to achieving our goal of becoming a production led mining company. As I write this, Ironveld is supplying run of mine ore to a potential off-take partner, who is a specialist subsidiary of an international steel group and which could result in a longer-term testing period and off-take agreement. We have all the licences required to operate, have commenced the bulk sampling program and have a clear strategy in place to deliver value. I believe the Company is in a very strong position to begin materially extracting the inherent value in our VTM project”

Chairmans Statement 2019 – “Post-Period end, the Company announced that as part of the Strategic Review, it has been positively engaging with several parties potentially interested in making an offer to purchase all or part of Ironveld’s mining assets. Confidentiality agreements were entered into with various parties, who have held discussions with management and have conducted site visits. The Company has gathered expressions of interest from certain of these parties and expects to make further progress toward firm proposals in the New Year although it is unlikely that the Company will have been able to sell the assets by the end of January. Alongside the Strategic Review, the Company is in discussions with various partners that could lead initially to a further injection of working capital into the business and in the medium term to the funding of the development of the Project and the commencement of smelting operations.”

Chairmans Statement 2020 – “The Strategic Review led to a number of engagements with parties potentially interested in making an offer to fund all or part of the development of Ironveld’s mining assets and ultimately led to the announcement in March 2020 that the Company and Inclusive Investment Group (“IIG”) had signed a conditional Option Agreement envisaging an investment in the Company by IIG of US$3.2 million (approximately £2.7 million). The Option Agreement was extended in June 2020 and September 2020, with IIG advancing a total of US$650,000 in bridge funding to the Company, before ultimately lapsing post period end in November 2020.”

Chairmans Statement 2021 – “In March 2021 the Company announced that it was in discussions with a strategic partner seeking to take a substantial equity stake at the listed company level and this was confirmed post period end in October 2021 with the announcement of an agreed Subscription by Grosvenor Resources (Pty) Limited (“Grosvenor”) for 561,505,950 new ordinary shares at 1 pence per share, being a substantial premium over the prevailing share price. Shareholder approval for the transaction was granted at a General Meeting in November 2021 and the transaction is expected to close early in 2022.”

Given all of the above statements that NONE ever seemingly came to pass ref their conclusion and progress for your poor shareholders, the sending to “money heaven” of over £10m during the last 6 years and the taking of in excess of £500k by both you and Mr Eales in salaries, perhaps you can set out to your shareholders just why you believe you are capable of taking the company forward into the hallowed ground and sunny uplands of self-sustaining cashflow and that shareholders should vote to keep you & your sidekick Mr Eales in your well padded posts? Particularly given that aside from the evaporation of £10m of shareholder funds during this last 6 years that you have also presided over a 90% equity price wipeout.

Sadly, it seems to me that there is a major disjoint between your position (cash remuneration and restriking options/salary/debt conversions) and Ironveld shareholders – dare I say it? We are not aligned. I look forward to posing these questions direct to you at the forthcoming GM’s.

Yours 

Richard “Bully boy” Jennings

• Ironveld