REG - Arc Minerals Limited - Issuance of LTIPs
07/04/2025 07:30
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RNS Number : 8052D Arc Minerals Limited 07 April 2025
7 April 2025, 07:30 UTC
The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 (MAR) as in force in the United Kingdom pursuant to the
European Union (Withdrawal) Act 2018. Upon the publication of this
announcement via Regulatory Information Service (RIS), this inside information
will be in the public domain.
Arc Minerals Ltd
('Arc' or the 'Company')
Issuance of LTIPs
Arc Minerals (LSE: ARCM), announces the award of long term incentives to the
board and senior management.
Long Term Incentives
Following a 5-year period during which the Company did not issue any options
or share awards to management, the Board has deemed it appropriate to approve
equity incentives to ensure that management is aligned with shareholders'
long-term interests. The Board has approved the issuance of a combination of
restricted stock units and share options, equating to 5.5% of the issued share
capital (being 3% of the issued share capital in respect of LTIPs issued to
directors).
The Restricted Stock Units ("RSUs") granted to the executive director and
senior management are performance-based, will have a five-year term, and will
vest in three equal tranches subject to the achievement of share price targets
of 2.5p, 4p, and 6p over a three-year period, with the following additional
performance-based acceleration milestones:
- in relation to the Anglo JV, Anglo exercising their option to
accelerate Phase 1; or
- a Zambia Discovery, defined as a new resource where at least three
holes drilled each assayed more than 50m% CuEq. (100m @ 0.5% Cu; 25m @ 2% Cu);
or
- a Botswana Discovery, defined as a new resource where at least three
holes drilled each assayed more than 25m% CuEq. (10m @ 2.5% Cu).
In addition, share options over ordinary shares in the Company ("Options")
will be issued to directors and senior management as set out below. The
Options will have an exercise price of 2.5p, will vest equally over three
years and will be exercisable at any time after vesting and during the term of
five years.
The RSUs and Options have been awarded as follows:
Restricted Stock Units Share
Options
Nicholas von Schirnding Executive Chairman 21,856,494 14,570,996
Vassilios Carellas Chief Operating Officer 10,928,247 7,285,498
Ian Lynch Chief Financial Officer 10,928,247 7,285,498
Rémy Welschinger Non-Executive Director n/a 3,642,748
Valentine Chitalu Non-Executive Director n/a 3,642,748
For further information contact:
Arc Minerals Ltd info@arcminerals.com
Nick von Schirnding (Executive Chairman)
Zeus (Nominated Adviser & Joint Broker) Tel: +44 (0) 20 3829 5000
Katy Mitchell/Harry Ansell
Shard Capital Partners LLP (Joint Broker) Tel: +44 (0) 20 7186 9952
Damon Heath
For more information, visit www.arcminerals.com (http://www.arcminerals.com/)
.
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name 1. Nicholas von Schirnding
2. Vassilios Carellas
3. Ian Lynch
4. Rémy Welschinger
5. Valentine Chitalu
2 Reason for the notification
a) Position/status Director/PDMR
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Arc Minerals Limited
b) LEI 213800XHFJVCC9GP2G75
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 shares of 0.1p each
VGG045791016
b) Nature of the transaction Issue of RSUs and Share Options
c) Price(s) and volume(s)
Price Volume
(a) Nicholas von Schirnding
RSU
1. 2.5p 1. 7,285,498
2. 4p 2. 7,285,498
3. 6p 3. 7,285,498
Share Options
2.5p 14,570,996
(b) Vassilios Carellas
RSU
1. 2.5p 1. 3,642,749
2. 4p 2. 3,642,749
3. 6p 3. 3,642,749
Share Options
2.5p 7,285,498
(c) Ian Lynch
RSU
1. 2.5p 1. 3,642,749
2. 4p 2. 3,642,749
3. 6p 3. 3,642,749
Share Options
2.5p
7,285,498
(d) Rémy Welschinger
3, 642,748
2.5p
(e) Valentine Chitalu
Share Options
2.5p 3,642,748
d) Aggregated information
Price Volume
(a) 3.5p 36,427,490
(b) 3.5p 18,213,745
(c) 3.5p 18,213,745
(d) 2.5p 3, 642,748
(e) 2.5p 3,642,748
e) Date of the transaction 7 April 2025
f) Place of the transaction Off market
d)
Aggregated information
Price Volume
(a) 3.5p 36,427,490
(b) 3.5p 18,213,745
(c) 3.5p 18,213,745
(d) 2.5p 3, 642,748
(e) 2.5p 3,642,748
e)
Date of the transaction
7 April 2025
f)
Place of the transaction
Off market
Forward-looking Statements
This news release contains forward-looking statements that are based on the
Company's current expectations and estimates. Forward-looking statements are
frequently characterised by words such as "plan", "expect", "project",
"intend", "believe", "anticipate", "estimate", "suggest", "indicate" and other
similar words or statements that certain events or conditions "may" or "will"
occur. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that could cause actual events or results to
differ materially from estimated or anticipated events or results implied or
expressed in such forward-looking statements. Such factors include, among
others: the actual results of current exploration activities; conclusions of
economic evaluations; changes in project parameters as plans continue to be
refined; possible variations in ore grade or recovery rates; accidents, labour
disputes and other risks of the mining industry; delays in obtaining
governmental approvals or financing; and fluctuations in metal prices. There
may be other factors that cause actions, events or results not to be as
anticipated, estimated or intended. Any forward-looking statement speaks only
as of the date on which it is made and, except as may be required by
applicable securities laws, the Company disclaims any intent or obligation to
update any forward-looking statement, whether as a result of new information,
future events or results or otherwise. Forward-looking statements are not
guarantees of future performance and accordingly undue reliance should not be
put on such statements due to the inherent uncertainty therein.
Background on the Joint Venture with a subsidiary of Anglo American
Arc Minerals has entered into a Joint Venture Agreement with a subsidiary of
Anglo American on its Zambian Copper Project (ZPC) comprising a number of
licenses covering circa 870km(2) ha in the North Western Province, in the
Domes region of the Zambian Copperbelt near world-class mines such as First
Quantum Minerals' Sentinel and Kansanshi copper mines and Barrick's Lumwana
mine.
The license areas are located approximately 900 km from Lusaka, in Mwinilunga,
North Western Province, and is well within the trending arm of the major
geological structure known as the Lufilian Arc (Copperbelt), on the western
flank of the Kabompo Dome.
The Copperbelt is home to all the major copper mines in Zambia and these
licenses represent one of the last dome-related areas in Zambia yet to be
explored in any detail.
Under the agreement, Anglo American can an earn-in on the ZCP by making a
number of project expenditures and assume operator ship of the project. The
details of the agreement are set out below:
· Phase 1 - Anglo will pay $14.5M in staged cash payments to Unico
Minerals Ltd (67% owned by Arc) and invest up to $24m in exploration
expenditures (total $38.5M) within three years and 180 days of the signing of
the Agreement (RNS 20.04.23) to secure a 51% interest in ZCP.
· Phase 2 - Anglo may elect to increase its interest in the ZCP to 60%
by investing a further $20M (total $58.5M) within two years of the completion
of Phase 1.
· Phase 3 - Anglo may elect to increase its interest in the ZCP to 70%
by investing a further $30M (total $88.5M) within two years of the completion
of Phase 2.
**ENDS**
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