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It would be great to get any headlines Tom, if you have the capacity.

I’ve posted a couple of questions but won’t be able to attend unfortunately.

Cheers.

Is anyone on this chat board attending the AGM in person or remotely?

AMG have bought ZWD for a song.

AMG have the newly commissioned Bitterfeld refinery in Germany which they will need (lots of) raw material for - hence ZWD and will now have their eyes on Cinovec.

BUT, CEZ and POSCO are aligned.

AMG possibly buying shares in the open market (EBRD and as much free float as possible) - the share trading is extremely tight, suggesting some market maker working hard to support this activity.

Someone will be making an offer to EMH pretty soon - where will the offer initially land though, low, moderate or high?

I’ll be HOLDing the line - the valley and resource has been further validated by the AMG by rhe acquisition of ZWD, and the share price is, eventually, only going to go one way!!

Don’t give any your shares away (or rights to shares at a ridiculously low bar)!!

Always DYOR!

@hunter

To your questions:

Yes, Zin not tethered to the Cinovec project, at all.

Yes, As above

No, Zin project nothing to do with and no implications for Cez

@ Hunter

EMH does not have to wait for the Zinnwald EIA to be completed. The Cínovec permitting process runs entirely on its own independent statutory timeline.

I don’t disagree Lucky in terms of the rights vesting in the positive case as described!

That 25% off-take milestone is the ultimate value driver for EMH, and it is exactly why we must vote AGAINST Resolutions 6 & 8.

Landing a Tier-1 off-taker (like POSCO or a European OEM) for 25% of production changes the entire game because it:

Locks in bankability:

Replaces DFS models with a hard, contractual pricing floor.

Triggers the cash:

Lenders like the EBRD and the Czech Govt require a bankable profile before releasing the €360M+ in senior loans and grants.

Kills dilution:

Opens the door to prepayment financing, where the buyer advances upfront construction cash for future supply. This covers EMH’s CAPEX share without diluting our 237M registry.

The Bottom Line:

It is incredibly easy for the EMH board to restructure the terms of these performance options if they choose to.

We need to force them to change how this is presented to shareholders.

We must vote NO to a blanket award that rewards management if a low-ball takeover offer is received. Because that’s the caveat/condition to these rights that is being ignored……Instead, we should demand a YES vote tied to a fair sliding scale or the actual achievement of that 25% off-take milestone.

Management should only get these massive equity rewards after they protect retail capital, NOT BEFORE.

Get your broker votes logged before the May 26 cut-off!

If AMG Critical Materials secures the smaller German side of the deposit at Zinnwald, which seems most likely - would CEZ be happy if AMG also took ownership of EMH’s 49% of the Cinovec?

I asked AI some questions and this is effectively the Q&A (with very few edits):

Remember, even for AI, “Shight in = Shight Out” 😁 DYOR

Q) Impact of AGM’s early stage acquisition of Zinwald and potentially EMH’s 49% of Cinovec?

A) In mining finance, when a tier-one global processor, such as AGM, attempts to establish a regional monopoly over a critical raw material, it forces competing industrial giants and sovereign-backed buyers to show their hands and launch pre-emptive bids to protect their own supply lines.

Q) Is this a trigger to spark a negotiations with other parties?

Q)Does POSCO (or another) offer a better proposition for CEZ and the government?

A)By bringing in a heavily capitalized South Korean powerhouse with proprietary zinnwaldite chemical roasting technology, the Czech state introduces a highly capable technical counterweight that can match AMG's operational experience and improve the underlying costs presented in the DFS.

Q)Also, other potential suitors watching from the wings might want to get in on the action of developing Europe's largest hard-rock lithium deposit.

What interested parties might be looking on?

A)Rio Tinto has a multi-billion-dollar vacancy in its portfolio after losing the Jadar project in Serbia, making the fully permitted, underground Cínovec asset a perfect strategic fit.

Sibanye-Stillwater is equally motivated to expand its European green metals footprint following its Keliber joint venture with the Finnish government, and they are intimately familiar with using independent expert reviews to establish fair look-through value.

Q)What about car manufacturers?

A)Behind the mining majors stand the ultimate end-users, including automotive groups like Volkswagen, BMW, and Mercedes-Benz.

Under the strict rules of the European Critical Raw Materials Act, these companies face severe financial penalties and tariff barriers if they do not source their battery chemicals locally.

For a premium carmaker, writing a check to buy out EMH's forty-nine percent stake is a cheap insurance policy to keep their multi-billion-euro EV factories running.

Food for thought!?

Maybe one or more of these entities will launch a corporate approach to Keith Coughlan…hopefully nothing formal before EIA approval and that the approval hits the target date!!

Which is a good staring point…

Keith can easily trigger a rerate himself by restructuring the board's options package.

The current issue is a low, flat exercise bar looks like a soft safety net. It depresses institutional and retail buying.

I’ve identified before that there’s an easy fix @KeithCoughlan …Switch to a sliding performance model tied directly to upcoming catalysts (EIA finalization, FID, and binding European offtakes).

Moving to a sliding scale costs EMH absolutely nothing in cash, but it signals immense confidence to the wider market. It forces a re rate because it proves management won't settle for anything less than the true look-through net asset value. It's a simple, corporate governance fix that would have significant positive impact on shareholder wealth!!

….and I’m pretty sure we’d all sign off on the appropriately incentivised rights

Thanks for the feedback All - been in B2B meetings all day.

Sticking with my choices unless some clarity given in terms of hurdles, etc.

Cheers!!

As we approach the 29 May AGM, we need to look past the "permitting progress" noise (we can’t affect that) and focus on the serious governance questions in the Notice of Meeting.

While project execution on the ground (EIA/DFS) has been solid, the Board’s current equity grab is a major red flag for retail value protection.

I am voting NO on Resolution 8 (Unrelated Parties Incentive Plan) and Resolution 6 (Keith Coughlan’s Performance Rights) for the following reasons:

1. Resolution 8: The "Blank Cheque" for Unspecified Consultants

The Board is asking for discretion to issue millions of shares to "unrelated parties" (consultants/contractors) with zero guidance on who these people are.

This could be used to pay massive "success fees" to shadow advisors or strategic partners that bypass the strict Related Party disclosure rules.

Everyone should seek a public commitment that these shares won't be used to reward board-aligned associates or to "stuff" the share register with friendly voters before a buyout bid.

2. Resolution 6: Over-Incentivising the Chairman

Keith Coughlan already holds a substantial stake of ~5.75 million shares and as some have called out if Keith believes in the project's NPV, his existing £1m+ stake is more than enough motivation. Asking for an additional 1.8 million "free shares" during a period of stagnant share price is tone-deaf.

The proposed rights include a Change of Control trigger. This means if a low-ball bid lands, Keith gets a massive payday regardless of whether the deal is "fair" for us.

Like others, I am supporting Pavlik (Res 7), who is on the ground with a tiny stake, but voting NO on Keith's excessive ask.

3. Lack of Capital Discipline Guarantees

The 10% Placement Facility (Res 3), combined with these incentive plans, allows for significant dilution at these "multi-year low" prices.

Without a guarantee that these shares won't be issued below the independently verified asset value, the Board is effectively handing potential bidders a discount on our behalf.

I’d urge all LSE holders to use the window before the 15 May proxy deadline to vote against these discretionary grants.

We have the DFS, we have the €360m grant—we do not need to dilute further in the dark.

#EMH #AIM #LSE #CorporateGovernance #Cinovec

Good call Jemesa - best probably if the request came from somebody with a lot of shares as then it would carry much more weight!

If anyone on this board is in that situation, you’d be doing yourself and the rest of us a huge favour .

I’ll be sending in any event - the more the merrier as it would show a weight of opinion.

Cheers.

It seems to me that some are grasping the news that the recent EIA progress is moving the project from permitting risk to execution readiness, the asset is now a prime, de-risked target for a buyout.

However, as I recently posted, current management incentives grant millions of shares for administrative milestones regardless of the eventual sale price, creating a risk where leadership might accept a low-ball offer of 50p–70p that satisfies their bonuses but undervalues the project’s US$2.2bn NPV and low-carbon premium.

Why wouldn’t the board support such a request!?

We should use the window before the 15 May deadline to formally request price-linked, value-based hurdles for the 29 May AGM. This sliding scale would ensure the board is only rewarded if a deal reflects the project’s fundamental look-through value (check Wolfsberg deal for look through valuation), aligning management's success fee with a genuine shareholder windfall rather than just a relief rally as is, in my view, about to happen anyway.

DYOR

I’ve seen more supportive management boards do the following on other shares where theres a sliding scale for the incentives to be awarded.

The Board should consider amending the performance rights to include Market Price Hurdles, as an example: where 0% of rights vest below a £X sale price, and full allocation only occurs at £(two times X) per share. This would ensures management is incentivised to deliver a Strategic Premium rather than just an Administrative Approval.

They should also commission an independent expert review on fair market value of the share price based on what’s happened recently at Wolfsberg.

As a look through we are well undervalued!

…and whilst it’s understandable (not gained EIA and/or FID yet and with no offtakes or secured additional funding to what’s already available) that we’re trading at a significant discount, we can’t let someone come in and buy the project before these goals are achieved.

Allowing the incentives at this time in the manner they’ve been presented, potentially shafts shareholders!!

I want the board to be incentivised but in a way that makes sure we are all properly rewarded and the board being aligned to getting the best deal possible for all of us!!

Not engaging - DYOR!!

It’s all available online to anyone who is invested and wants to understand better how EBRD operates! Standard practice for them.

Defo in the bin now - 🤣

@Hunter16

Good research into EBRD - many companies have benefitted from their funding strategy, others just need to research what this actually might mean for EMH.

To augment what you’ve provided, a %age sell-down by the EBRD often indicates that a project has reached a level of institutional maturity where developmental capital is no longer essential. In the mining sector, such a move can signal that a project has successfully transitioned from "high-risk exploration" to "bankable execution".

@skelly

To be fair, you’re right, the EBRD isn’t a "guaranteed money-making machine", however the CLUE of what they are is in their name: The European Bank for Reconstruction and Development (EBRD).

As others have also pointed out, they are a developmental bank and NOT a hedge fund - and it’s doing (maybe done) its job at EMH. (You called out a decade old report - think they did very well over the past few years).

Back in the bin for you! 😜

To counter Skelly’s (the master of ‘shight’) AI conjured references - when quizzed, AI produces the following detail about said ‘sell downs’:

An EBRD sell-down or exit typically signals that a company has reached a level of operational maturity or private-market bankability that no longer requires developmental capital. Historically, these exits do not materially harm the long-term success of the companies; instead, they often improve share liquidity and signal a successful "graduation" from institutional support.

Impact on Valuation and Success

In most of your listed cases, the EBRD's exit followed a period of restructuring where the company returned to profitability or successful private ownership.

* Bank of Cyprus (2025): The EBRD exited its entire ~5% stake at €7.20 per share. This sale was described as a key milestone marking the bank's full return to private ownership after a decade of restructuring. The market viewed this as a vote of confidence, with the sale attracting strong interest from long-term institutional investors.

* TBC Bank (2017 & 2022): The EBRD reduced its stake in stages as the bank matured on the London Stock Exchange. While the share price dropped 12%immediately following the 2022 placing (a common short-term "supply shock"), the bank remained highly profitable with a return on equity (ROE) above 20% into 2025/2026.

* BNP Paribas Bank Polska (2025): The EBRD reduced its stake to 2.9% specifically to increase the "free float" and liquidity of the shares on the Warsaw Stock Exchange. This is a strategic move to help a company become a more mainstream investment for larger funds.

* PKP Cargo (2015): The EBRD exited its entire 5.1% stake after the company successfully transformed into an efficient, market-oriented carrier following its IPO. The exit was considered a "sound basis" for future growth. 

Profitability for EBRD:

The EBRD generally makes a profit on these exits, as they invest during periods of crisis or early-stage development when valuations are lower. 

* Financial Results: In 2024 alone, the EBRD’s equity investments produced profits of €865 million, accounting for 16% of its total revenue.

* Specific Examples: In the Bank of Cyprusexit, the stake was sold at 1.2 times tangible book value, which was considered a favourable price for an investment that began during a crisis in 2014. 

Shight in to AI = shight out 😅

Some entity wants shares and not cash for their services…?