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REG - Capital Limited - Long Term Incentive Grant

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RNS Number : 4345E  Capital Limited  29 June 2023

 

Capital Limited

("Capital", the "Group" or the "Company")

 

Long Term Incentive Grant

 

 

Capital (LSE: CAPD), a leading mining services company, today announces Long
Term Incentive Plan awards ("LTIPs") as referenced in Remuneration Report of
the 2022 Annual Report to Executive Directors Jamie Boyton, Peter Stokes and
Brian Rudd, as well as other senior employees.

The LTIP was established to strengthen retention, incentivisation, support the
Company's next phase of growth and increase alignment between executives and
shareholders.  A summary of the terms of the awards is set out on pages 91
and 98 of the 2022 Annual Report. The Executive Directors have been granted
two separate performance awards each (LTIP1 and LTIP2) (totalling 1,920,742
awards), with a nominal exercise price of US$0.0001 and a three-year vesting
period. All awards to Executive Directors are subject to a two-year holding
period post vesting.

 

 Name           Role                     Max no. of Equity awards (LTIP1)  Max no. of Equity awards (LTIP2)  Exercise price (US$)
                Executive Chairman       361,682                                                             0.0001

 Jamie Boyton                                                              361,682

                Chief Executive Officer  414,870                                                             0.0001

 Peter Stokes                                                              414,870

 Brian Rudd     Executive Director                                                                           0.0001

                                         183,819                           183,819

 

A maximum total aggregate of 4,163,031 awards (comprising 2,731,469 LTIP1 and
1,431,562 LTIP2) have been granted to the Executive Directors and other senior
members of the Company. Within the total aggregate, PDMRs of the Company have
received a total of 2,219,754 awards (details of these PDMR awards are set out
at the foot of this announcement).

 

The awards will vest on the third anniversary of the date of grant, subject to
the meeting of the three-year performance conditions laid out below:

 

For LTIP1:

·      Up to a maximum of 50% of the award is subject to absolute Total
Shareholder Return ("TSR") measured at the year ended 31 December 2025 against
the 20-day VWAP ending 31 December 2022. Shares will Vest on a straight-line
basis between 12.5% (if 8% CAGR is achieved) and 50% (if 15% CAGR is
achieved).

·      Up to a maximum of 50% of the award is subject to an Earnings per
Share performance condition (EPS), measured at the year ended 31 December 2025
against the baseline 2022 EPS (based on performance of the underlying business
i.e. excluding returns from Capital DI, the direct investment vehicle of
Capital Limited). Shares will Vest on a straight-line basis between 12.5% (if
8% CAGR is achieved) and 50% (if 15% CAGR is achieved).

 

For LTIP 2:

·      solely absolute TSR measured at the year ended 31 December 2025
against the 20-day VWAP ending 31 December 2022. Shares will vest on a
straight-line basis between 0% (if 15% CAGR is achieved) and 100% (if 25% CAGR
is achieved).

 

The awards are subject to continued employment and malus and clawback
provisions.

 

- ENDS -

 

For further information, please visit Capital's website www.capdrill.com or
contact:

 

Capital Limited
 
investor@capdrill.com

 

Peter Stokes, Chief Executive
Officer

Rick Robson, Chief Financial Officer

Conor Rowley, Investor Relations & Corporate Development Manager

 

Tamesis Partners LLP
 
+44 20 3882 2868

Charlie Bendon

Richard Greenfield

 

Stifel Nicolaus Europe Limited
 
+44 20 7710 7600

Ashton Clanfield

Callum Stewart

Rory Blundell

 

Buchanan
 
+44 20 7466 5000

Bobby
Morse
                   capital@buchanan.uk.com

George Pope

 

About Capital Limited

 

Capital Limited is a leading mining services company providing a complete
range of drilling, mining, maintenance and geochemical laboratory solutions to
customers within the global minerals industry, focusing on the African
markets. The Company's services include: exploration, delineation and
production drilling; load and haul services; maintenance; and geochemical
analysis. The Group's corporate headquarters are in the United Kingdom and it
has established operations in Côte d'Ivoire, Canada, Democratic Republic of
Congo, Egypt, Gabon, Guinea, Kenya, Mali, Mauritania, Nigeria, Pakistan, Saudi
Arabia and Tanzania.

 

 

 

Notification of transactions by PDMRs

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a.  Name                                                                        Jamie Boyton
 2.  Reason for the notification
 a.  Position/status                                                             Executive Chairman
 b.  Initial notification/Amendment                                              Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a.  Name                                                                        Capital Limited
 b.  LEI                                                                         213800XG175G91JW8W37
 4.  Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a.  Description of the Financial instrument, type of instrument Identification  Common shares of $0.0001 each
     code

                                                                                 BMG022411000
 b.  Nature of the transaction                                                   Grant of Options
 c.  Price(s) and volume(s)                                                      Price(s)  Volume(s)
                                                                                 $0.0001   361,682
                                                                                 $0.0001   361,682
 d.  Aggregated information                                                       723,364 at $0.0001

     ·    Aggregated volume

     ·    Price
 e.  Date of the transaction                                                      29 June 2023
 f.  Place of the transaction                                                    Outside of trading venue

d.

Aggregated information

·    Aggregated volume

·    Price

 723,364 at $0.0001

e.

Date of the transaction

 29 June 2023

f.

Place of the transaction

Outside of trading venue

 

 1.                    Details of the person discharging managerial responsibilities / person closely
                       associated
 a.                    Name                                                                        Peter Stokes
 2.                    Reason for the notification
 a.                    Position/status                                                             Chief Executive Officer
 b.                    Initial notification/Amendment                                              Initial notification
 3.                    Details of the issuer, emission allowance market participant, auction
                       platform, auctioneer or auction monitor
 a.                    Name                                                                        Capital Limited
 b.                    LEI                                                                         213800XG175G91JW8W37
 4.                    Details of the transaction(s): section to be repeated for (i) each type of
                       instrument; (ii) each type of transaction; (iii) each date; and (iv) each
                       place where transactions have been conducted
 a.                    Description of the Financial instrument, type of instrument Identification  Common shares of $0.0001 each
                       code

                                                                                                   BMG022411000
 b.                    Nature of the transaction                                                   Grant of Options
 c.                    Price(s) and volume(s)                                                      Price(s)  Volume(s)
                                                                                                   $0.0001          414,870
                                                                                                   $0.0001          414,870
 d.                    Aggregated information                                                       829,740 at $0.0001

                       ·    Aggregated volume

                       ·    Price
 e.                    Date of the transaction                                                      29 June 2023
 f.                    Place of the transaction                                                    Outside of trading venue

d.

Aggregated information

·    Aggregated volume

·    Price

 829,740 at $0.0001

e.

Date of the transaction

 29 June 2023

f.

Place of the transaction

Outside of trading venue

 

 1.                    Details of the person discharging managerial responsibilities / person closely
                       associated
 a.                    Name                                                                        Brian Rudd
 2.                    Reason for the notification
 a.                    Position/status                                                             Executive Director
 b.                    Initial notification/Amendment                                              Initial notification
 3.                    Details of the issuer, emission allowance market participant, auction
                       platform, auctioneer or auction monitor
 a.                    Name                                                                        Capital Limited
 b.                    LEI                                                                         213800XG175G91JW8W37
 4.                    Details of the transaction(s): section to be repeated for (i) each type of
                       instrument; (ii) each type of transaction; (iii) each date; and (iv) each
                       place where transactions have been conducted
 a.                    Description of the Financial instrument, type of instrument Identification  Common shares of $0.0001 each
                       code

                                                                                                   BMG022411000
 b.                    Nature of the transaction                                                   Grant of Options
 c.                    Price(s) and volume(s)                                                      Price(s)  Volume(s)
                                                                                                   $0.0001p  183,819
                                                                                                   $0.0001p  183,819
 d.                    Aggregated information                                                       367,638 at $0.0001

                       ·    Aggregated volume

                       ·    Price
 e.                    Date of the transaction                                                     29 June 2023
 f.                    Place of the transaction                                                    Outside of trading venue

d.

Aggregated information

·    Aggregated volume

·    Price

 367,638 at $0.0001

e.

Date of the transaction

29 June 2023

f.

Place of the transaction

Outside of trading venue

 

 1.                    Details of the person discharging managerial responsibilities / person closely
                       associated
 a.                    Name                                                                         Rick Robson
 2.                    Reason for the notification
 a.                    Position/status                                                             Chief Financial Officer
 b.                    Initial notification/Amendment                                              Initial notification
 3.                    Details of the issuer, emission allowance market participant, auction
                       platform, auctioneer or auction monitor
 a.                    Name                                                                        Capital Limited
 b.                    LEI                                                                         213800XG175G91JW8W37
 4.                    Details of the transaction(s): section to be repeated for (i) each type of
                       instrument; (ii) each type of transaction; (iii) each date; and (iv) each
                       place where transactions have been conducted
 a.                    Description of the Financial instrument, type of instrument Identification  Common shares of $0.0001 each
                       code

                                                                                                   BMG022411000
 b.                    Nature of the transaction                                                   Grant of Options
 c.                    Price(s) and volume(s)                                                      Price(s)  Volume(s)
                                                                                                   $0.0001   149,506
                                                                                                   $0.0001   149,506
 d.                    Aggregated information                                                      299,012 at $0.0001

                       ·    Aggregated volume

                       ·    Price
 e.                    Date of the transaction                                                     29 June 2023
 f.                    Place of the transaction                                                    Outside of trading venue

d.

Aggregated information

·    Aggregated volume

·    Price

299,012 at $0.0001

e.

Date of the transaction

29 June 2023

f.

Place of the transaction

Outside of trading venue

 

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