REG - Amigo Resources PLC - Approval: Long-Term Incentive Scheme (Exec Chair)

Amigo ResourcesAnnouncement

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RNS Number : 1701X  Amigo Resources PLC  18 March 2026

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THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE
 
                                 18 March 2026

 

Amigo Resources PLC

("Amigo" or the "Company")

Approval of Long-Term Incentive Scheme for Executive Chair

Amigo Resources PLC (LSE: AMGO) announces that the Board of Directors has
approved the establishment of a Long-Term Incentive Scheme ("LTIS") for Mr.
Craig Ransley, Executive Chair of the Company ("Mr Ransley"), following a
review of the Company's (and its group of companies "Group") strategic
positioning and remuneration framework.

 

Background and Strategic Context

 

The LTIS has been established at a defining moment in the Company's corporate
recovery. Following a period of significant financial challenge, the Group has
successfully executed a strategic pivot toward gold and rare-earth mining
assets in Africa. The LTIS is designed to ensure the continued commitment and
retention of the leadership instrumental to this turnaround, while aligning
executive reward with long-term value creation for shareholders.

 

Key Terms of the Approved LTIS

 

Under the terms of the LTIS, Amigo Capital FZE (a member of the Group) shall
pay Mr Ransley a sum equal to 2.5% of Gross Revenue derived from all mining
assets initiated, developed, acquired or financed during Mr Ransley's tenure
with the Group. The LTIS will be in effect for a 20-year term commencing on 1
April 2026 and paid monthly. The Company will guarantee all obligations under
the LTIS. Mr Ransley can assign the rights under the LTIS to a third party.

 

In return for the grant of the LTIS, Mr Ransley has accepted a total
remuneration freeze on all other salary and bonus entitlements until July
2028. This structure ensures that Mr Ransley assumes 100% of the financial
risk of his variable compensation, with such reward contingent solely on the
successful extraction and sale of minerals from the Group's future mining
assets.

 

Regulatory Framework

 

In accordance with good governance practice, the Executive Chair recused
himself from all Board deliberations and the Company's Executive Directors did
not vote on the resolution.

 

The Board has determined that the LTIS falls within the exemption under UK
Listing Rule 9.3.2R(2), which permits the establishment of a long-term
incentive arrangement for a single director specifically to facilitate, in
unusual circumstances, the recruitment or retention of the relevant
individual. On that basis the LTIS does not require approval by an ordinary
resolution of shareholders.

 

The Board considers the following circumstances to be "unusual" for the
purposes of UKLR 9.3.2R(2):

Existential Rescue: The Group was saved from winding-up and formal insolvency
through the instrumental and strategic leadership of, and financing network
secured by, Mr Ransley.

Strategic Transformation: The Company has pivoted away from being a UK
consumer lender in wind-down to mining exploration and production in Africa,
requiring a specialised retention structure to ensure leadership continuity.

Geopolitical Risk Profile: Operations in high-risk jurisdictions necessitate
robust retention mechanisms to safeguard operational continuity.

Strategic Alignment and Alignment of Interest: The award is 100% performance
(revenue) contingent. The Group incurs zero cost unless revenue is realised,
conserving Group capital during the start-up phase.

 

In accordance with UKLR 9.3.3R, the formal "unusual circumstances"
justification and details of the award will be disclosed in the Company's next
Annual Report.

 

Next Steps

 

The Company will continue to provide updates on the development of its mining
portfolio through regular regulatory announcements.

 

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014. The person responsible for this
announcement is Nicholas Beal, Chief Executive.

 

 Amigo Holdings PLC         investors@amigo.me
 Craig Ransley              Executive Chair
 Nick Beal                  Chief Executive

 Sponsor                    Beaumont Cornish

                            0207 628 3396

 

About Amigo Resources PLC

Amigo is a public limited company registered in England and Wales with
registered number 10024479. Amigo is focussed on gold and rare earth mining
opportunities in Africa, principally in Tanzania and Mauritania. The Amigo
Shares are listed on the Official List of the London Stock Exchange

 

Additional Information

This announcement is not intended to, and does not, constitute or form part of
any offer, invitation, or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell, or otherwise dispose of, any securities, or the
solicitation of any vote or approval in any jurisdiction, pursuant to this
announcement or otherwise.

-ENDS-

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