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REG - Bezant Resources PLC - Grant of Options - Directors/PDMRs Shareholdings

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RNS Number : 9199G  Bezant Resources PLC  15 March 2024

15 March 2024

Bezant Resources Plc

 
("Bezant" or the
"Company")

Grant of Options and Directors / PDMRs Shareholdings

 

Bezant (AIM: BZT), the copper-gold exploration and development company,
announces that, in aggregate, 447.5 million options over ordinary shares of
0.002 pence each in the capital of the Company ("Ordinary Shares") have been
granted pursuant to the Executive Share Option Scheme approved at the
Company's Annual General Meeting ("AGM") held on 22 June 2018 (the "Options").
Of the 447,500,000 Options, 170,000,000 have been awarded to directors of the
Company, 125,000,000 to non-director PDMRs as detailed further below and the
balance of 152,500,000, to other eligible participants.

 

Summary of the Options awarded:

 

 Total number of options:                                                A total of 447,500,000 Options have been awarded.
 Exercise prices & vesting criteria:                                     223,750,000 Options have an exercise price of 0.06 pence per Ordinary Share
                                                                         and the balance of 223,750,000 Options have an exercise price of 0.08 pence
                                                                         per Ordinary Share.

                                                                         The last award of Options by the Company was in November 2020 ("November 2020
                                                                         Award"). Options awarded to existing option holders will vest upon a material
                                                                         corporate event as determined by the remuneration committee ("Corporate
                                                                         Event") but would include a change of control, sale of a project, granting of
                                                                         a mining licence at the Company's Hope and Gorob project in Namibia, obtaining
                                                                         of financing for the  proposed mine at Hope and Gorob and similar events.
                                                                         The Options awarded to persons who do not already have options and who did not
                                                                         participate in the November 2020 Award have vested immediately.

 

 Purpose of options:                                                     To incentivise and retain directors, officers, consultants and employees

                                                                       critical to enhancing the future market value of the Company at a significant
                                                                         premium of the respective exercise prices relative to the share price and 30
                                                                         day VWAP.

 30 day VWAP when Options approved:                                      The 30 day volume weighted average share price ("VWAP") to 13 March 2024,
                                                                         being the latest practicable date prior to the approval of the Options by the
                                                                         Company's Remuneration Committee, was 0.024 pence per share.

 Prevailing share price:                                                 The Company's mid-market closing share price on 13 March 2024, being the
                                                                         latest practicable date prior to the approval of the Option awards, was 0.024
                                                                         pence.

 Exercise prices versus abovementioned VWAP and prevailing share price:                          Premium to:

                                                                                                                                                 Prevailing              30 day
                                                                                                                                                 share price
VWAP

 
                                                                                                 Exercise price of 0.06pence                     150%                    150%
                                                                                                 Exercise price of 0.08 pence                    233%                    233%

 Life of Options:                                                        The options expire on 21 June 2028 being the date one day prior to the tenth
                                                                         anniversary of the passing of the resolution at the Company's AGM held on 22
                                                                         June 2018 to approve the Executive Share Option Scheme.

 Exercise period:                                                        The Options can be exercised any time after vesting and prior to their
                                                                         scheduled expiry and must be exercised within 6 months of an option holder
                                                                         leaving the Company or within 12 months of the death of an option holder.

 Options awarded to the Directors (No. of options in millions)           Exercise price vesting on Corporate Event
                                                                         Director               0.06 pence             0.08 pence

                                                                                     Options in millions
                                                                         Colin Bird             40.0                   40.0
                                                                         Raju Samtani           12.5                   12.5
                                                                         Edward Patrick Slowey  22.5                   22.5
                                                                         Dr. Evan Kirby         10.0                   10.0
                                                                         Ronnie Siapno          -                      -
                                                                         Total Directors        85.0                   85.0

                                        Exercise price
 Options awarded to PDMRs (No. of options in millions)                   PDMR                                                                           0.06 pence  0.08 pence

                                                                                                                 Options in millions
                                                                         Michael Allardice                                                              27.5        27.5

                                                                         (awarded to Quantum Capital and Consulting Ltd) - Vesting on Corporate Event

                                                                         Martyn Churchouse (awarded to Churchouse Consultancy Ltd) - vested

                                                                                                                 35.0        35.0
                                                                         Total other PDMRs                                                              62.5        62.5

 

Options awarded to PDMRs (No. of options in millions)

 

                                                                                Exercise price
 PDMR                                                                           0.06 pence  0.08 pence

                                                                                Options in millions
 Michael Allardice                                                              27.5        27.5

 (awarded to Quantum Capital and Consulting Ltd) - Vesting on Corporate Event

 Martyn Churchouse (awarded to Churchouse Consultancy Ltd) - vested

                                                                                35.0        35.0
 Total other PDMRs                                                              62.5        62.5

 

 

 

Following the vesting of the above options the Company will have 727,500,000
options in issue and the directors and PDMRs will hold the following options
over Ordinary Shares all of which expire 21 June 2028.

 

 Options in Millions          Exercise price
 Directors                    0.06 pence                                     0.08 pence                                                                    0.425 pence                       0.565 pence                       0.5 pence                                   1 pence                                     Total No. of Options
 Colin Bird                                       40.0**                                                                                                               24.0                              24.0                              15.0                                        12.5                                     155.5
                                                                             40.0**
 Raju Samtani                                     12.5**                                                                                                               20.0                              20.0                                     -                                           -                                    65.0
                                                                             12.5 **
 Edward Patrick Slowey                            22.5**                                                                                                               20.0                              20.0                                     -                                           -                                    85.0
                                                                             22.5**
 Dr. Evan Kirby                                   10.0**                                                                                                                  5.0                               5.0                               7.5                                         5.0                                      42.5
                                                                             10.0**
 Ronnie Siapno                                    -                                                                -                                                   10.0                              10.0                                 5.0                                         2.5                                      27.5
 Total Directors                           85.0                                                       85.0                                                        79.0                              79.0                              27.5                                        20.0                                      375.5
 Michael Allardice                         27.5**                                                     27.5**                                                           15.0                              15.0                                 7.5                                         5.0                                      97.5
 Martyn Churchouse                         35.0                                                       35.0                                                 -                                 -                                 -                                           -                                                       70.0
 Total Directors & PDMRs                 147.5                                                      147.5                                                         94.0                              94.0                              35.0                                        25.0                                      543.0

** Vest on Corporate Event

 

 

The grant of the Options to Messrs. Bird, Samtani, Slowey, Dr. Kirby and
Michael Allardice's consulting company Quantum Capital and Consulting Limited
is a related party transaction  pursuant to Rule 13 of the AIM Rules for
Companies and the independent director, being Mr. Ronnie Siapno, having
consulted with the Company's Nominated Adviser, Beaumont Cornish Limited,
considers that taking into account the exercise prices which are at
significant premium to the current share price and that the Options being
issued to them are subject to vesting conditions as detailed above in the
Summary of the Options awarded table, the issue of the Options to Messrs.
Bird, Samtani, Slowey, Dr. Kirby and Michael Allardice's consulting company
Quantum Capital and Consulting Limited to be fair and reasonable insofar as
the Company's shareholders are concerned.

 

For further information, please contact:

 

 Bezant Resources Plc

+44 (0)20 3416 3695
 Colin Bird Executive Chairman
 Beaumont Cornish (Nominated Adviser)       +44 (0) 20 7628 3396

Roland Cornish / Asia Szusciak
 Novum Securities Limited (Joint Broker)

 Jon Belliss                                +44 (0) 20 7399 9400
 Shard Capital Partners LLP (Joint Broker)

 Damon Heath                                +44 (0) 20 7186 9952

Beaumont Cornish (Nominated Adviser)

Roland Cornish / Asia Szusciak

+44 (0) 20 7628 3396

Novum Securities Limited (Joint Broker)

Jon Belliss

 

+44 (0) 20 7399 9400

Shard Capital Partners LLP (Joint Broker)

Damon Heath

 

+44 (0) 20 7186 9952

 

or visit http://www.bezantresources.com (http://www.bezantresources.com)

 

 

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 as it forms part of UK Domestic Law pursuant to the Market
Abuse (Amendment) (EU Exit) regulations (SI 2019/310).

 

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.

 

 

PDMR Notification Forms:

The notifications below are made in accordance with the requirements of MAR.

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Colin Bird
 2.  Reason for the Notification
 a)  Position/status                                              Executive Chairman & Director
 b)  Initial notification/amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Bezant Resources PLC
 b)  LEI                                                          2138008K9GRXDUVYVK15
 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  Options over ordinary shares of 0.002 pence each
     Identification code                                          ISIN: GB00B1CKQD97

                                                                  TIDM: AIM:BZT
 b)  Nature of the Transaction                                    Award of options
 c)  Price(s) and volume(s)                                       Exercise Price(s)  No. of options
                                                                  0.06p              40,000,000
                                                                  0.08p              40,000,000
 d)  Aggregated information                                       A total of 80,000,000 options

     Aggregated volume
 e)  Date of the transaction                                      14 March 2024
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

Aggregated volume

A total of 80,000,000 options

e)

Date of the transaction

14 March 2024

f)

Place of the transaction

Outside a trading venue

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Raju Samtani
 2.  Reason for the Notification
 a)  Position/status                                              Finance Director
 b)  Initial notification/amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Bezant Resources PLC
 b)  LEI                                                          2138008K9GRXDUVYVK15
 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  Options over ordinary shares of 0.002 pence each
     Identification code                                          ISIN: GB00B1CKQD97

                                                                  TIDM: AIM:BZT
 b)  Nature of the Transaction                                    Award of options
 c)  Price(s) and volume(s)                                       Exercise Price(s)  No. of options
                                                                  0.06p              12,500,000
                                                                  0.08p              12,500,000
 d)  Aggregated information                                       A total of 25,000,000 options

     Aggregated volume
 e)  Date of the transaction                                      14 March 2024
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

Aggregated volume

A total of 25,000,000 options

e)

Date of the transaction

14 March 2024

f)

Place of the transaction

Outside a trading venue

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Edward Patrick Slowey
 2.  Reason for the Notification
 a)  Position/status                                              Technical Director
 b)  Initial notification/amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Bezant Resources PLC
 b)  LEI                                                          2138008K9GRXDUVYVK15
 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  Options over ordinary shares of 0.002 pence each
     Identification code                                          ISIN: GB00B1CKQD97

                                                                  TIDM: AIM:BZT
 b)  Nature of the Transaction                                    Award of options
 c)  Price(s) and volume(s)                                       Exercise Price(s)  No. of options
                                                                  0.06p              22,500,000
                                                                  0.08p              22,500,000
 d)  Aggregated information                                       A total of 45,000,000 options

     Aggregated volume
 e)  Date of the transaction                                      14 March 2024
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

Aggregated volume

A total of 45,000,000 options

e)

Date of the transaction

14 March 2024

f)

Place of the transaction

Outside a trading venue

 

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Dr. Evan Kirby
 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                                                         Bezant Resources PLC
 b)  LEI                                                          2138008K9GRXDUVYVK15
 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  Options over ordinary shares of 0.002 pence each
     Identification code                                          ISIN: GB00B1CKQD97

                                                                  TIDM: AIM:BZT
 b)  Nature of the Transaction                                    Award of options
 c)  Price(s) and volume(s)                                       Exercise Price(s)  No. of options
                                                                  0.06p              10,000,000
                                                                  0.08p              10,000,000
 d)  Aggregated information                                       A total of 20,000,000 options

     Aggregated volume
 e)  Date of the transaction                                      14 March 2024
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

Aggregated volume

A total of 20,000,000 options

e)

Date of the transaction

14 March 2024

f)

Place of the transaction

Outside a trading venue

 

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Michael Graham Allardice / Quantum Capital and Consulting Limited
 2.  Reason for the Notification
 a)  Position/status                                              Group Company Secretary / Consulting company of Michael Graham Allardice
 b)  Initial notification/amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Bezant Resources PLC
 b)  LEI                                                          2138008K9GRXDUVYVK15
 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  Options over ordinary shares of 0.002 pence each
     Identification code                                          ISIN: GB00B1CKQD97

                                                                  TIDM: AIM:BZT
 b)  Nature of the Transaction                                    Award of options
 c)  Price(s) and volume(s)                                       Exercise Price(s)  No. of options
                                                                  0.06p              27,500,000
                                                                  0.08p              27,500,000
 d)  Aggregated information                                       A total of 55,000,000 options

     Aggregated volume
 e)  Date of the transaction                                      14 March 2024
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

Aggregated volume

A total of 55,000,000 options

e)

Date of the transaction

14 March 2024

f)

Place of the transaction

Outside a trading venue

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Martyn John Churchouse / M Churchouse Consultancy Limited
 2.  Reason for the Notification
 a)  Position/status                                              Geological Consultant / Consulting company of Martyn John Churchouse
 b)  Initial notification/amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Bezant Resources PLC
 b)  LEI                                                          2138008K9GRXDUVYVK15
 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  Options over ordinary shares of 0.002 pence each
     Identification code                                          ISIN: GB00B1CKQD97

                                                                  TIDM: AIM:BZT
 b)  Nature of the Transaction                                    Award of options
 c)  Price(s) and volume(s)                                       Exercise Price(s)  No. of options
                                                                  0.06p              35,000,000
                                                                  0.08p              35,000,000
 d)  Aggregated information                                       A total of 70,000,000 options

     Aggregated volume
 e)  Date of the transaction                                      14 March 2024
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

Aggregated volume

A total of 70,000,000 options

e)

Date of the transaction

14 March 2024

f)

Place of the transaction

Outside a trading venue

 

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