Don’t know if this is interesting to anyone, but over the past little bit I’ve been reviewing the history and current state of our company, and given the effort involved piecing together pieces thought it may be of interest to share, particularly for those who are newer holders such as myself (December 2020). Elements I’ve been looking into are the people involved, key events, outcomes for Directors, the subsidiaries, and the most recent state of affairs.
Information is drawn from ASX announcements (for FFX/MLL/BGS primarily since 2018, LLL since 2022), company reports, public statements, government and regulator documents, legal documents, legislation, media, trade data, and social media including HC. Sources have been reasonably assumed to be good faith accurate representations and any errors and/or omissions are unintentional, and certainly not intended to misrepresent facts nor injure any reputation. Primarily the analysis is inward looking: while I’ve explored the political context (and subscribed to some African media which has some interesting articles) I’ve been reluctant to draw too many conclusions without knowing a lot more.
Thanks to the
many holders who have posted substantial portions of this content previously for supporting my understanding and ability to compile this summary.
Part 1: The Cast
As a former Chairman said, “the Company has had a colourful history”.
I’ve found an invaluable reference as I look back over that history has been a good summary of the relevant actors. Like any summary it’s incomplete, but it’s a start.
Below is a chart of those who have held a Director or CEO role in FFX/MLL/BGS or LLL since 2018.
In effect because we’ve mostly had MDs, all listed have been Directors other than:
- Andrew Taplin who briefly stepped up from COO to Acting CEO
- Seydou Semega who is a Director and/or the most senior manager of subsidiaries, and is someone who I feel after conducting this research has not had the profile he deserves given his substantial roles and contributions
Illustrated you can see some of the cohorts of arrivals and departures.
Presented another way, the key roles chronologically look like this:
Note there is a level of inference and assumption to the early days of LLL/Goulamina Holdings around roles and responsibilities so there may be some unintentional inaccuracies. There is also a level of uncertainty and complexity around subsidiaries which I intend to explore further in a subsequent post.
That noted, as far as I can tell, the high-level story of appointments and key events, absent a lot of the background context and events, seems to be something like:
2017 (Birimian/BGS)- Michael Langford (not on the chart as left before 2018) plays a leading role in a shareholder action group to bring a 249D calling for the termination of several directors, noting that he does not appear to have had any shares in his initial director’s notice. This leads to several historical directors leaving, with Langford and James McKay joining in March 2017. Langford and major shareholder/future director Brendan Borg had been involved in deals in 2016 to assist Birimian with Chinese connections to support the development and offtake sales of Goulamina.
- Langford resigns in April 2017 due to a conflict of interest. I haven’t seen it explicitly noted but it seems reasonable to infer this interest was AVZ given Langford’s subsequent promotion of AVZ on social media and AVZ’s engagement of Langford’s firm on a consultancy contract with a $25k/month retainer + options (https://www.copyright link/rear-window/avz-loses-control-of-chief-spruiker-20180705-h12a6m).
- Gillian Swaby is appointed in Langford’s place as an ED. Swaby was consulting for BGS (and continued to do so as a Director) but the timeline is quite unclear and my focus was mainly 2018 onwards so I have not included in the chart.
- In May an internal review critical of the previous cohort for “a range of serious corporate governance related issues” is released (https://announcements.asx.com.au/asxpdf/20170502/pdf/43hz8hcsd5bk67.pdf). The MD from the previous group of Directors resigns. McKay and Swaby appoint Greg Walker as an ED and CEO.
- In December 2017 McKay/Swaby/Walker appoint Noel O’Brien as a NED.
2018 (Birimian/BGS)- In November 2018 all of the Directors other than O’Brien resign “at the request of a group of the company’s shareholders who have expressed views on the future of the company” (https://announcements.asx.com.au/asxpdf/20181113/pdf/440800rr4xv5fv.pdf) ending the McKay era. Company Secretary Mark Pitts also resigns.
- The next day O’Brien appoints Mark Hepburn, who was employed as a Corporate Development Manager, as ED and CEO, and appoints Brendan Borg as a NED. Borg was a leading shareholder who had also previously consulted for BGS (together with former Director Michael Langford) and continues to this day to hold a Top 20 shareholding. O’Brien assumes an ED role, and I’ve taken him to be de facto Chair through this period as part of a brief O’Brien interregnum.
2019 (Birimian/BGS then Mali Lithium/MLL, also Goulamina Holdings)- In February 2019 O’Brien/Hepburn/Borg appoint Chris Evans as MD, shortly followed by Alistair Cowden as Chair, beginning the Cowden era. O’Brien and Hepburn return to NED roles.
- In April 2019 Seydou Semega is appointed as Country Manager, and is subsequently appointed into senior management and/or director roles on Mali subsidiaries (not all illustrated). Semega had played an instrumental role in Goulamina’s environmental approval as part of his role at Digby Wells and appears to have briefly worked for both companies. He immediately gets to work on Goulamina’s exploitation permit.
- In December 2019 Cowden and Evans take on Director roles in newly formed Goulamina Holdings Pty Ltd, which will eventually become Leo Lithium Limited.
2020 (Mali Lithium/MLL then Firefinch/FFX, also Goulamina Holdings)- In April 2020 Evans and O’Brien depart. Cowden assumes an Executive Chair role. O’Brien is engaged on a consulting basis for handover.
- In November 2020 Cowden/Hepburn/Borg appoint Brett Fraser as a NED.
2021 (Firefinch/FFX, also Leo Lithium)- In April 2021 Cowden/Hepburn/Borg/Fraser appoint Michael Anderson as MD and Brad Gordon as a NED. Anderson also joins Goulamina Holdings as an ED. In May Cowden returns to a Non-Executive Chair role.
- In October 2021 Borg also joins what is now being called Leo Lithium as a NED in addition to his FFX NED role.
2022 (Firefinch/FFX, also Leo Lithium/LLL)- In January 2022 Simon Hay is appointed as MD and CEO of LLL.
- In April 2022 Anderson leaves Leo Lithium, and Cowden/Hay/Borg appoint Banfield and Baxter as Leo Lithium NEDs.
- In May 2022 Borg resigns from FFX, remaining on LLL as a NED.
- In June 2022 Cowden/Anderson/Hepburn/Fraser/Gordon appoint Naomi Scott and Elizabeth Watts as NEDs to FFX. Scott and Watts resign around 3 weeks later in late June. Neither appear to list their time at FFX on their LinkedIn.
- Days later Anderson resigns. Andrew Taplin (COO) assumes an Acting CEO role and Cowden resumes an Executive Chair role.
- Within a fortnight, now July 2022, Cowden resigns from FFX, remaining Chair of LLL but otherwise ending the Cowden era. Fraser takes over as Executive Chair of FFX, beginning the Fraser era. Over this period Fraser provides additional consulting to FFX.
- In September 2022 Semega appears to be appointed to the Chair of Morila SA.
- In October 2022 Fraser/Hepburn/Gordon appoint Scott Lowe as MD, with Fraser stepping back to a Non-Executive Chair role.
- In November 2022 Cowden leaves LLL and Rick Crabb is appointed as a new Director and Chair.
2023 (Firefinch/FFX, also Leo Lithium/LLL)- In January 2023 Alan Rule is appointed to LLL as a NED. In 2022 he was previously an interim CFO for LLL.
- In July 2023 it is announced that Lowe will leave in August 2023, with Fraser to reassume an Executive Chair role.
I’ve also annotated a version of the Director’s timeline with some company events:
Regarding other key roles (and excluding some other key management personnel including some GMs / leaders of projects) I would note I am less confident in exact dates: some data is inferred by individuals being suddenly mentioned/not mentioned in announcements, as well as sources such as LinkedIn. Several employees, including long-term Morila SA employees Drissa Arama and Amadou Maiga, joined and stayed with the Morila acquisition in 2020, with their prior roles illustrated to highlight the continuation of their service. However please note there may be unintentional inaccuracies that I would welcome correction on.
This looks like this:
As commentary I would observe a reasonably high turnover of Company Secretaries and CFOs across both FFX/MLL/BGS and LLL, some with quite short tenures. After some research effort several of these departures still appear to me fairly sudden and somewhat unexplained, as do the departures of the June 2022 FFX Directors.
As is to be expected (good people know good people, people build networks, and I imagine the WA mining industry is relatively well networked), a number of employees and directors appear to join with prior connections as has been noted elsewhere. Here’s a couple of examples:
- Bill Oliver joined around the time of the Morila acquisition, having previously been involved with the independent review of Morila. Oliver joined with a prior connection to Borg: as Chair of Celsius Resources (CLA) Oliver and the CLA Board appointed Borg as the MD of CLA in April 2017, with Borg remaining a Director until March 2021. Borg also worked closely with former director Michael Langford (who left before Borg was appointed), including working together to setup China deal(s) for BGS before either had been a BGS Director.
- Eric Hughes was CFO at Altona while Cowden was MD there, joining us as CFO and Company Secretary within a week of Cowden’s appointment as Chair, and continuing to provide consulting to Altona acquirer Copper Mountain Mining Corp at which Cowden also served as a Director. Comments on HC suggest this is the same Eric Hughes that is now a signatory to the recent 249D.
- Simon Hay was Head of Resources at Iluka Resources while Thomas Plant was Group Treasurer and Tom Blackwell was a Project Manager. Hay was CEO at Galaxy Resources while Alan Rule was CFO and Tom Blackwell was Executive Major Projects. Hay and others may have also crossed paths previously with Noel O’Brien during their time at Galaxy given O’Brien’s consulting for Galaxy, noting O’Brien had left MLL before Hay and others joined LLL, and this is in any case unconfirmed.
- Mamadou Dembélé who is not illustrated was a long-serving Senior Social Consultant at Digby Wells from September 2015, continuing in that role while Seydou Semega was Digby Wells Country Manager from March 2017. Dembélé later succeeded Semega in the Digby Wells Country Manager role after Semega had joined as FFX Country Manager in April 2019 and resigned the Digby Wells role in October 2019. I assume, but have not confirmed, that Dembélé assisted with FFX’s Goulamina approvals given the assistance Digby Wells provided. Dembélé later joined FFX as the Community Development Manager from September 2021 to January 2023.
While I’m sure all of this is old hat for long-term holders, I found the exercise of pulling together a summary useful, and a good reference for the rest of what I’ll post.
