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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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