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FERRUM CRESCENT LIMITED
(Incorporated and registered in Australia and registered as an external company in the Republic of
South Africa)
(Registration number A.C.N. 097 532 137)
(External company registration number 2011/116305/10)
Share code on the ASX: FCR
Share code on AIM: FCR
Share code on the JSE: FCR ISIN: AU000000FCR2
("Ferrum Crescent", the "Company")
MANAGING DIRECTOR APPOINTED FOR BFS COMPLETION
Ferrum Crescent, the ASX, AIM and JSE quoted iron ore developer, today announces the
appointment of Mr Tom Revy as CEO and Managing Director of the Company. Mr Revy will take up
his appointment and become an executive board member of Ferrum Crescent with immediate
effect. Mr Bob Hair will move to the position of Executive Director from Managing Director.
Mr Revy is a mining professional with 30 years’ experience specialising in operations, project
development and corporate management. His appointment brings a wealth of experience in project
development and planning to Ferrum Crescent as the Company progresses its bankable feasibility
study (“BFS”) towards construction readiness. As Development Director at Worley Parsons Mr Revy
worked extensively on the Olympic Dam Expansion and undertook key studies for companies such as
AngloAmerican and Codelco. Previously Mr Revy worked at design and construction group, GRD
Minproc, working on projects such as the Fortescue Metals phase 2 expansions in Western Australia
and on the US$1.8B project Tenke Fungurume project in the DRC.
Ferrum Crescent’s flagship project, the Moonlight Iron Ore Project (“Moonlight”) in Limpopo
province of South Africa, is currently moving through its Bankable Feasibility Study.
Commenting today Tom Revy, Managing Director, said: “I welcome the opportunity to work with
the Ferrum Crescent team for the exciting period that lies before us. The Moonlight Project is well
located for both development and product export logistics. The technical aspects of the Project are
sound so the focus over the next 6 months will be to optimise the financial return whilst reinforcing
our relationships with both Government and the local communities.”
Mr Ed Nealon, Chairman of Ferrum Crescent, said: “Tom’s appointment as CEO is perfect timing as
we look to move forward with the Moonlight BFS. His experience working on a series of major
mining projects needing high levels of infrastructure coordination will be extremely valuable to
Ferrum Crescent. I look forward to 2014, working with Tom and his team and our process
engineering partners, Danieli, as we progress towards construction readiness. I would also like to
thank Bob Hair for all his work as Managing Director and for his continued support of Ferrum. ”
Thomas George Revy (aged 50) is currently non-executive Chairman of Coppermoly Limited and
Empire Resources Limited, non-executive director of Resmin plc and director of Geminin Resources
Pty Ltd.
In the last five years Mr Revy has also held directorships with Energio Limited (now Kogi Iron
Limited), GRD Minproc Limited and Australia Latin America Business Council.
Under the terms of Mr Revy’s employment contract with Ferrum Crescent –
(a) the term of employment commences today, 19 February 2014 and continues until
terminated (Ferrum Crescent may terminate the employment effective immediately upon
notice, Mr Revy may terminate the employment on 6 months’ notice (except in prescribed
circumstances where termination is effective immediately upon notice));
(b) Mr Revy is to carry out the responsibilities of managing director of the Company, nominally
based in Perth, Western Australia, and to be accountable to the Company’s board of
directors;
(c) Mr Revy is to be paid an initial gross salary of A$250,000 per annum plus superannuation at
a rate of 12%;
(d) Mr Revy has been granted a total of 2,500,000 options to acquire fully paid ordinary shares
in the capital of the Company (“Options”), expiring 19 February 2017 with an exercise price
of A$0.08, and with certain performance conditions attached to the Options that must be
satisfied before they can be exercised; and
(e) the employment is subject to the usual terms and conditions relating to annual leave, sick
leave, reimbursement of expenses incurred in the conduct of business for the Company,
protection of the Company’s inventions and other intellectual property rights and
compliance with the Company’s code of conduct, share trading policy and other applicable
charters and policies.
For more information, please visit www.ferrumcrescent.com or contact:
Australia and Company enquiries:
Ferrum Crescent Limited
Ed Nealon T: +61 8 9380 9653
Executive Chairman
Tom Revy T: +61 8 9380 9653
Managing Director
UK enquiries:
Pareto Securities Ltd (Broker)
Guy Wilkes T: +44 (0) 20 7786 4370
RFC Ambrian Limited (Nominated Adviser)
Sarah Wharry/Stuart Laing
T: +44 (0) 20 3440 6800
Ferrum Crescent Limited
Laurence Read (UK representative)
T: +44 7557672432
South Africa enquiries:
Sasfin Capital
Leonard Eiser T: +27 11 809 7500
Appendix 3X
Initial Director’s Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information
and documents given to ASX become ASX’s property and may be made public.
Introduced 30/9/2001.
Name of entity FERRUM CRESCENT LIMITED
ABN 58 097 532 137
We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the
director for the purposes of section 205G of the Corporations Act.
Thomas Revy
Name of Director
Date of appointment 19 February 2014
Part 1 - Director’s relevant interests in securities of which the director is the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
Number & class of securities
2,500,000 unlisted Options. Exercisable at AU$0.08, expiring 19 February 2017
Part 2 – Director’s relevant Number & class of Securities
interests in securities of which
the director is not the registered
holder In the case of a trust, this includes
interests in the trust made available by the
responsible entity of the trust Name of
holder & nature of interest
Note: Provide details of the circumstances giving rise to
the relevant interest.
N/A
Part 3 – Director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
Detail of contract N/A
Nature of interest N/A
Name of registered holder N/A
(if issued securities)
No. and class of securities to which N/A
interest relates
Appendix 3B
New issue announcement,
application for quotation of additional securities
and agreement
Information or documents not available now must be given to ASX as soon as available. Information and documents given
to ASX become ASX’s property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12
Name of entity
Ferrum Crescent Limited
ABN
58 097 532 137
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
1 +Class of +securities issued or to Unlisted Options
be issued
2 Number of +securities issued or to 2,500,000 Unlisted Options
be issued (if known) or maximum
number which may be issued
3 Principal terms of the +securities Unlisted Options issued pursuant to the terms
(eg, if options, exercise price and and conditions of Managing Director’s
expiry date; if partly paid
+securities, the amount outstanding engagement contract. Exercisable at AU$0.08
and due dates for payment; if expiring 19 February 2017
+convertible securities, the
conversion price and dates for
conversion)
4 Do the +securities rank equally in Expire 19 February 2017/AU$0.08 exercise
all respects from the date of price
allotment with an existing +class of
quoted +securities?
If the additional securities do not
rank equally, please state:
? the date from which they do
? the extent to which they
participate for the next
dividend, (in the case of a trust,
distribution) or interest
payment
? the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
5 Issue price or consideration AU$0.08 exercise price
6 Purpose of the issue Issued pursuant to the terms and conditions of
(If issued as consideration for the
the Managing Director’s engagement contract.
acquisition of assets, clearly
identify those assets)
6a Is the entity an +eligible entity that Yes
has obtained security holder
approval under rule 7.1A?
If Yes, complete sections 6b – 6h
in relation to the +securities the
subject of this Appendix 3B, and
comply with section 6i
6b The date the security holder 29 November 2013
resolution under rule 7.1A was
passed
6c Number of +securities issued -
without security holder approval
under rule 7.1
6d Number of +securities issued with -
security holder approval under rule
7.1A
6e Number of +securities issued with 48,000,000 ordinary shares
security holder approval under rule
7.3, or another specific security
holder approval (specify date of
meeting)
29 November 2013
6f Number of securities issued under 2,500,000 unlisted Options
an exception in rule 7.2
6g If securities issued under rule N/A
7.1A, was issue price at least 75%
of 15 day VWAP as calculated
under rule 7.1A.3? Include the
issue date and both values.
Include the source of the VWAP
calculation.
6h If securities were issued under rule N/A
7.1A for non-cash consideration,
state date on which valuation of
consideration was released to ASX
Market Announcements
6i Calculate the entity’s remaining N/A
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
7 Dates of entering +securities into 19 February 2014
uncertificated holdings or despatch
of certificates
Number +Class
8 Number and +class of all 374,007,777 Ordinary shares
+securities quoted on ASX
(including the securities in section
2 if applicable)
Number +Class
9 Number and +class of all 6,595,000 Ordinary shares
+securities not quoted on ASX
(including the securities in section 3,400,000 Options
2 if applicable)
10 Dividend policy (in the case of a The Directors will consider an appropriate
trust, distribution policy) on the
dividend policy once FCR has achieved the
increased capital (interests)
necessary profits.
There is currently no dividend policy in place
for the Company.
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval
required?
12 Is the issue renounceable or non-
renounceable?
13 Ratio in which the +securities will
be offered
14 +Class of +securities to which the
offer relates
15 +Record date to determine
entitlements
16 Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
17 Policy for deciding entitlements in
relation to fractions
18 Names of countries in which the
entity has +security holders who
will not be sent new issue
documents
Note: Security holders must be told how
their entitlements are to be dealt with.
Cross reference: rule 7.7.
19 Closing date for receipt of
acceptances or renunciations
20 Names of any underwriters
21 Amount of any underwriting fee or
commission
22 Names of any brokers to the issue
23 Fee or commission payable to the
broker to the issue
24 Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of +security holders
25 If the issue is contingent on
+security holders’ approval, the date
of the meeting
26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28 Date rights trading will begin (if
applicable)
29 Date rights trading will end (if
applicable)
30 How do +security holders sell their
entitlements in full through a
broker?
31 How do +security holders sell part
of their entitlements through a
broker and accept for the balance?
32 How do +security holders dispose
of their entitlements (except by sale
through a broker)?
33 +Despatch date
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
34 Type of securities
(tick one)
(a) Securities described in Part 1
(b) All other securities
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully
paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of
convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or
documents
- the securities are and the number andthe names of the 20 largest holdersheld the
35 If the + securities are +equity securities+ the names of the 20 largest holders of the
+ additional securities and the number and percentage of additional securities held by
those holders
36 - the securities are +equity securities,a distribution schedule of the additional +securities setting out +
the number of holders in the catagories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37 - copy of any trust deed for the additional +securities
Entities that have ticked box 34(b)
38 Number of securities for which
+quotation is sought
39 Class of +securities for which
quotation is sought
40 Do the +securities rank equally in all
respects from the date of allotment
with an existing +class of quoted
+securities?
If the additional securities do not
rank equally, please state:
- the date from which they do
- the extent to which they
participate for the next dividend,
(in the case of a trust,
distribution) or interest payment
- the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
41 Reason for request for quotation
now
Example: In the case of restricted securities,
end of restriction period
(if issued upon conversion of
another security, clearly identify that
other security)
42 Number and +class of all +securities
quoted on ASX (including the
securities in clause 38)
Quotation agreement
1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the
+securities on any conditions it decides.
2 We warrant the following to ASX.
- The issue of the +securities to be quoted complies with the law and is not for an
illegal purpose.
- There is no reason why those +securities should not be granted +quotation.
- An offer of the +securities for sale within 12 months after their issue will not require
disclosure under section 707(3) or section 1012C(6) of the Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this
warranty
- Section 724 or section 1016E of the Corporations Act does not apply to any
applications received by us in relation to any +securities to be quoted and that no-
one has any right to return any +securities to be quoted under sections 737, 738 or
1016F of the Corporations Act at the time that we request that the +securities be
quoted.
- If we are a trust, we warrant that no person has the right to return the +securities to
be quoted under section 1019B of the Corporations Act at the time that we request
that the +securities be quoted.
3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action
or expense arising from or connected with any breach of the warranties in this agreement.
4 We give ASX the information and documents required by this form. If any information or
document not available now, will give it to ASX before +quotation of the +securities begins.
We acknowledge that ASX is relying on the information and documents. We warrant that
they are (will be) true and complete.
Sign here: ...................................................... Date: 19 February 2014
(Director/Company secretary)
Print name: Andrew Nealon
Appendix 3B – Annexure 1
+
Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities
Introduced 01/08/12
Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
Insert number of fully paid ordinary
securities on issue 12 months before date
of issue or agreement to issue
Add the following:
• Number of fully paid ordinary securities
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid ordinary securities
issued in that 12 month period with
shareholder approval
• Number of partly paid ordinary
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid ordinary
securities cancelled during that 12 month
period
“A”
Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1
that has already been used
Insert number of equity securities issued or
agreed to be issued in that 12 month period
not counting those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under rule
7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable ) the
securities the subject of the Appendix
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
“C”
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
Note: number must be same as shown in
Step 2
Subtract “C”
Note: number must be same as shown in
Step 3
Total [“A” x 0.15] – “C”
[Note: this is the remaining placement
capacity under rule 7.1]
Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
“A”
Note: number must be same as shown in
Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be changed
Multiply “A” by 0.10
Step 3: Calculate “E”, the amount of placement capacity under rule
7.1A that has already been used
Insert number of equity securities issued or
agreed to be issued in that 12 month period
under rule 7.1A
Notes:
• This applies to equity securities – not
just ordinary securities
• Include here – if applicable – the
securities the subject of the Appendix
3B to which this form is annexed
• Do not include equity securities issued
under rule 7.1 (they must be dealt with
in Part 1), or for which specific security
holder approval has been obtained
• It may be useful to set out issues of
securities on different dates as separate
line items
“E”
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
“A” x 0.10
Note: number must be same as shown in
Step 2
Subtract “E”
Note: number must be same as shown in
Step 3
Total [“A” x 0.10] – “E”
Note: this is the remaining placement
capacity under rule 7.1A
19 February 2014
Johannesburg
Sponsor
Sasfin Capital (a division of Sasfin Bank Limited)
Date: 19/02/2014 03:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
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