REG - AfriTin Mining Ltd - Directors Remuneration/Repricing of Share Options

Andrada MiningAnnouncement

04/01/2021 16:00

RNS Number : 4961K
  
AfriTin Mining Ltd
  
04 January 2021
  
 

4 January 2021
AfriTin Mining Limited
("AfriTin", "ATM" or the "Company"
and with its subsidiaries the "Group")
Repricing of Share Options
Directors and PDMRs Remuneration
Total Voting Rights
PDMR Disclosures
AfriTin Mining Limited (AIM: ATM), an African tin mining company with its flagship asset, the Uis Tin Mine ("Uis") in Namibia announces today that it has repriced share options to certain PDMRs, employees and Anthony Viljoen (Chief Executive Officer ("CEO")). The Company is also pleased to announce that it has issued shares to certain Directors, PDMRs and employees in lieu of payment of remuneration and discretionary bonuses (in recognition of achieving certain milestones).
Repricing of Share Options
The Remuneration Committee and independent Board wish to align Company and shareholder expectations with Executive long-term incentivisation goals. A key goal of the Company is to ensure it has long term incentivisation in place to meaningfully retain staff and which aligns with shareholder expectations.  The Company's previous pricing did not meet the criteria and therefore the Company has repriced existing options to a more achievable level bringing a direct line of sight to long-term incentivisation.
The new exercise price reflects what the Remuneration Committee consider to be an appropriate share price target given the current stage of development of the Company and its current share price. The Remuneration Committee sought to set the price at a level which they believe was both achievable, but which still motivated the Executive team to drive value into the business and hence increase the share value.  
Options held by Anthony Viljoen (CEO) have been repriced as follows:



Director


Number of Options Held


Current Exercise Price


New Exercise Price


First Exercise Date


Expiry Date




Anthony Viljoen (CEO)


3 500 000


4.5 pence


3 pence


4 January 2022


At any time until 14 June 2023 




Anthony Viljoen (CEO)


1 750 000


6 pence


3.5 pence


4 January 2022


At any time until 14 June 2023 




Anthony Viljoen (CEO)


1 750 000


8 pence


4 pence


4 January 2022


At any time until 14 June 2023 




Anthony Viljoen (CEO)


1 200 000


3.75 pence


3 pence


4 January 2022


At any time until 18 October 2024




Anthony Viljoen (CEO)


1 200 000


4.5 pence


3.5 pence


4 January 2022


At any time until 18 October 2024




Anthony Viljoen (CEO)


1 200 000


5 pence


4 pence


4 January 2022


At any time until 18 October 2024



 
Options held by certain PDMRs (who are not directors) have also been repriced as follows:



PDMR


Number of Options Held


Current Exercise Price


New Exercise Price


First Exercise Date


Expiry Date




Robert Sewell (CFO)


1 736 842 


4.5 pence


3 pence


4 January 2022


At any time until 1 October 2023




Robert Sewell (CFO)


868 421


6 pence


3.5 pence


4 January 2022


At any time until 1 October 2023




Robert Sewell (CFO)


868 421


8 pence


4 pence


4 January 2022


At any time until 1 October 2023




Robert Sewell (CFO)


800 000


3.75 pence


3 pence


4 January 2022


At any time until 18 October 2024




Robert Sewell (CFO)


800 000


4.5 pence


3.5 pence


4 January 2022


At any time until 18 October 2024




Robert Sewell (CFO)


800 000


5 pence


4 pence


4 January 2022


At any time until 18 October 2024




Frans van Daalen (COO)


3 000 000


4.5 pence


3 pence


4 January 2022


At any time until 1 October 2023




Frans van Daalen (COO)


1 500 000


6 pence


3.5 pence


4 January 2022


At any time until 1 October 2023




Frans van Daalen (COO)


1 500 000


8 pence


4 pence


4 January 2022


At any time until 1 October 2023




Frans van Daalen (COO)


800 000


3.75 pence


3 pence


4 January 2022


At any time until 18 October 2024




Frans van Daalen (COO)


800 000


4.5 pence


3.5 pence


4 January 2022


At any time until 18 October 2024




Frans van Daalen (COO)


800 000


5 pence


4 pence


4 January 2022


At any time until 18 October 2024



 
It should be noted that the Company is also changing the terms of all option holders under the scheme with the exception of the Non-Executive Directors. 
Discretionary Bonus
The Remuneration Committee of AfriTin have issued a discretionary bonus to Anthony Viljoen (to be satisfied by the issue of ordinary shares) in recognition of achieving the following milestones:
·    Completion of construction of Phase 1 of the Uis Phase 1 Pilot Plant; and 
·    Reaching name plate production for Phase 1.
Accordingly, Anthony Viljoen will receive a bonus of £128,868 to be issued at a share price of 2.50p (being the share price at close of business on 30 December 2020) ("Bonus Shares").
Bonuses will also be paid to Frans van Daalen (Chief Operating Officer ("COO")) and Robert Sewell (Chief Financial Officer ("CFO")) who are not directors but who are PDMRs. The amount of these bonuses are £85,676 and £65,919 respectively. These bonuses will also be settled through the issue of shares at a share price of 2.50p.
A further 1,874,920 Bonus Shares will be issued to other employees in lieu of a discretionary bonus.
Related Party Transactions
The change of Anthony Viljoen's share options is deemed to be a related party transaction pursuant to AIM Rule 13 of the AIM Rules. The Company's independent directors (Glen Parsons, Terence Goodlace and Laurence Robb) consider, having consulted with WH Ireland Limited, the Company's Nominated Adviser, that the change of share options is fair and reasonable insofar as the Company's shareholders are concerned.
The bonus to Anthony Viljoen is deemed a related party transaction pursuant to AIM Rule 13 of the AIM Rules, by virtue of Anthony Viljoen's position as a director of the Company and the size of the bonus being outside normal remuneration practices pursuant to the AIM Rules (Inside AIM 3). The Company's independent directors (Glen Parsons, Terence Goodlace and Laurence Robb) consider, having consulted with WH Ireland Limited, the Company's Nominated Adviser, that the discretionary bonus is fair and reasonable insofar as the Company's shareholders are concerned.
Director fees and employee salaries settled through issue of shares
Furthermore, the AfriTin Board has approved the issue of 3,040,000 Ordinary shares of no-par value (the "Remuneration Shares") to various directors and employees in lieu of payment of director fees and employee salaries in the usual way, pursuant to the ongoing understanding between the relevant directors and the Company in order to conserve the company's cash, as detailed below. 
The Remuneration Shares are being issued at a price of 2.50p, being the closing market price on 30 December 2020. 
The Remuneration Shares are being issued in lieu of payment of director fees (for the period 9 November 2019 through to 8 November 2020) for Glen Parsons and Laurence Robb and in lieu of part settlement of salaries (for the period 1 October 2019 through to 30 September 2020) for Anthony Viljoen, a director of the Company and other employees.



Name


No of Remuneration Shares


No of Bonus Shares (please see above)


Total no of ordinary shares held after issue of Bonus Shares and Remuneration Shares




Glen Parsons - Chairman


1,600,000


-


4,307,486




Laurence Robb - Non-Executive Director


480,000


-


1,300,815




Anthony Viljoen - Director


600,000


5,154,720


11,296,690




Robert Sewell 


-


2,636,760


5,941,834




Frans van Daalen 


-


3,427,040


6,232,734



 
A further 360,000 Remuneration Shares were issued to other employees in lieu of salary.
 
Application for Admission
An application has been made for the Bonus Shares and Remuneration Shares (being a total of 16,133,440 Ordinary Shares) to be admitted to trading on AIM ("Admission"). Dealings in the Remuneration Shares are expected to commence on or around 11 January 2021.
Disclosure and Transparency Rules
In accordance with the provisions of the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority, the Company confirms that, following the issue of the Bonus Shares and Remuneration Shares its issued share capital will comprise 829,791,382 Ordinary Shares of no-par value upon Admission (the "Enlarged Share Capital"). All of these Ordinary Shares have equal voting rights and none of the Ordinary Shares are held in treasury. The total number of voting rights in the Company will therefore be 829,791,382 upon Admission. This total voting rights figure may be used by shareholders as the denominator for the calculations by which they will determine whether they are required to notify their interests in, or a change to their interest in, the Company under the DTRs.
For further information, please visit www.afritinmining.com or contact:
 



AfriTin Mining Limited


+27 (11) 268 6555




Anthony Viljoen, CEO








Nominated Adviser 


+44 (0) 207 220 1666




WH Ireland Limited
Katy Mitchell
James Sinclair-Ford








Corporate Advisor and Joint Broker








H&P Advisory Limited
Andrew Chubb
Jay Ashfield
Nilesh Patel


+44 (0) 20 7907 8500




Tavistock Financial PR (United Kingdom)


+44 (0) 207 920 3150




Jos Simson
Emily Moss (nee Fenton)







 
The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014
About AfriTin Mining Limited 
Notes to Editors
AfriTin Mining Limited is the first pure tin company listed in London and its vision is to create a portfolio of globally significant, conflict-free, tin-producing assets. The Company's flagship asset is the Uis Tin Mine in Namibia, formerly the world's largest hard-rock open cast tin mine.
AfriTin is managed by an experienced board of directors and management team with a current strategy to ramp-up production at the Uis Tin Mine in Namibia to 5,000 tonnes of concentrate in a Phase 2 expansion, having reached Phase 1 commercial production in 2020. The Company strives to capitalise on the solid supply/demand fundamentals of tin by developing a critical mass of tin resource inventory, achieving production in the near term and further scaling production by consolidating tin assets in Africa.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
 



1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Anthony Viljoen




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


AfriTin Mining plc




b)


LEI


·      213800FKOXWBL6JBVH90
 




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 code


Ordinary share
 
 
GG00BD95V148




b)


Nature of the transaction


Issue of shares in lieu of bonus and salary




c)


Price(s) and volume(s)





Price(s)


Volume(s)




2.50p


5,754,720








d)


Aggregated information
-    Aggregated volume
-     Price


 
5,754,720
2.50p




e)


Date of the transaction


4 January 2021




f)


Place of the transaction


XLON, AIM




























 



1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Robert Sewell




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


AfriTin Mining plc




b)


LEI


·      213800FKOXWBL6JBVH90
 




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 code


Ordinary share
 
 
GG00BD95V148




b)


Nature of the transaction


Issue of shares in lieu of bonus




c)


Price(s) and volume(s)





Price(s)


Volume(s)




2.50p


2,636,760








d)


Aggregated information
-    Aggregated volume
-     Price


 
2,636,760
2.50p




e)


Date of the transaction


4 January 2021




f)


Place of the transaction


XLON, AIM




























 
 



1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Frans van Daalen




2


Reason for the notification




a)


Position/status


Chief Operating Officer




b)


Initial notification/ Amendment


Initial notification




3


Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




a)


Name


AfriTin Mining plc




b)


LEI


·      213800FKOXWBL6JBVH90
 




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 code


Ordinary share
 
 
GG00BD95V148




b)


Nature of the transaction


Issue of shares




c)


Price(s) and volume(s)





Price(s)


Volume(s)




2.50p


3,427,040








d)


Aggregated information
-    Aggregated volume
-     Price


 
3,427,040
2.50p




e)


Date of the transaction


4 January 2021




f)


Place of the transaction


XLON, AIM




























 
 



1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Laurence Robb




2


Reason for the notification




a)


Position/status


Non-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


AfriTin Mining plc




b)


LEI


·      213800FKOXWBL6JBVH90
 




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 code


Ordinary share
 
 
GG00BD95V148




b)


Nature of the transaction


Issue of shares in lieu of director fees




c)


Price(s) and volume(s)





Price(s)


Volume(s)




2.50p


480,000








d)


Aggregated information
-    Aggregated volume
-     Price


 
480,000
2.50p




e)


Date of the transaction


4 January 2021




f)


Place of the transaction


XLON, AIM



 
 



1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Glen Parsons




2


Reason for the notification




a)


Position/status


Chairman




b)


Initial notification/ Amendment


Initial notification




3


Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




a)


Name


AfriTin Mining plc




b)


LEI


·      213800FKOXWBL6JBVH90
 




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 code


Ordinary share
 
 
GG00BD95V148




b)


Nature of the transaction


Issue of shares in lieu of director fees




c)


Price(s) and volume(s)





Price(s)


Volume(s)




2.50p


1,600,000








d)


Aggregated information
-    Aggregated volume
-     Price


 
1,600,000
2.50p




e)


Date of the transaction


4 January 2021




f)


Place of the transaction


XLON, AIM



 
 



1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Anthony Viljoen




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


AfriTin Mining plc




b)


LEI


·      213800FKOXWBL6JBVH90
 




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 code


Ordinary share
 
 
GG00BD95V148




b)


Nature of the transaction


Change of exercise price of existing options




c)


Price(s) and volume(s)





Price(s)


Volume(s)




3.00p
3.50p
4.00p
3.00p
3.50p
4.00p


3,500,000
1,750,000
1,750,000
1,200,000
1,200,000
1,200,000








d)


Aggregated information
-    Aggregated volume
-     Price


 
10,600,000
Various price levels as shown in 4(c)




e)


Date of the transaction


4 January 2021




f)


Place of the transaction


XLON, AIM




























 



1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Robert Sewell




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


AfriTin Mining plc




b)


LEI


·      213800FKOXWBL6JBVH90
 




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 code


Ordinary share
 
 
GG00BD95V148




b)


Nature of the transaction


Change of exercise price of existing options




c)


Price(s) and volume(s)





Price(s)


Volume(s)




3.00p
3.50p
4.00p
3.00p
3.50p
4.00p


1,736,842
868,421
868,421
800,000
800,000
800,000








d)


Aggregated information
-    Aggregated volume
-     Price


 
5,873,684
Various price levels as shown in 4(c)




e)


Date of the transaction


4 January 2021




f)


Place of the transaction


XLON, AIM




























 



1


Details of the person discharging managerial responsibilities/person closely associated




a)


Name


Frans van Daalen




2


Reason for the notification




a)


Position/status


Chief Operating Officer




b)


Initial notification/ Amendment


Initial notification




3


Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




a)


Name


AfriTin Mining plc




b)


LEI


·      213800FKOXWBL6JBVH90
 




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 code


Ordinary share
 
 
GG00BD95V148




b)


Nature of the transaction


Change of exercise price of existing options




c)


Price(s) and volume(s)





Price(s)


Volume(s)




3.00p
3.50p
4.00p
3.00p
3.50p
4.00p


3,000,000
1,500,000
1,500,000
800,000
800,000
800,000








d)


Aggregated information
-    Aggregated volume
-     Price


 
8,400,000
Various price levels as shown in 4(c)




e)


Date of the transaction


4 January 2021




f)


Place of the transaction


XLON, AIM




























 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
  END
 
 
MSCFZGGMKDLGMZM