REG - Caledonia Mining Crp - Issue of Securities

Caledonia MiningAnnouncement

14/01/2019 07:05

RNS Number : 9275M
Caledonia Mining Corporation PLC
14 January 2019
 


Caledonia Mining Corporation Plc
(NYSE American: CMCL; AIM: CMCL; TSX: CAL)
Issue of Securities to Directors and Long Term Incentive Awards
 
St Helier, January 14, 2019:  Caledonia Mining Corporation Plc (the "Company" or "Caledonia") announces that following the maturing of long term incentive plan awards on January 11, 2019 (i) a total of 93,664 securities in the Company have been issued to Caledonia's Chief Executive Officer and Chief Financial Officer and (ii) the Company has made new long term incentive plan awards to members of its senior management team.  
 
The securities have been issued in the form of depositary interests representing shares in the Company.  The number of securities issued and the resulting interests of the recipients in the share capital of the Company are set out below:
 



Name


Position


Number of depositary interests issued


Resulting interest in share capital of the Company (number and percentage)




Steve Curtis


Director and Chief Executive Officer


67,082


161,382 (1.5%)




Mark Learmonth


Director and Chief Financial Officer


26,582


96,688 (0.9%)



 
Application has been made by Caledonia for the admission of the depositary interests to trading on AIM and it is anticipated that trading in such securities will commence on January 16, 2019. 
Following issue of the shares underlying the depositary interests, the Company has a total number of shares in issue of 10,696,817 common shares of no par value each.  Caledonia has no shares in treasury; therefore, this figure may be used by holders of securities in the Company as the denominator for the calculations by which they determine if they are required to notify their interest in, or a change to their interest in, the Company.
Further details of the transactions are set out in the notifications below. 
Caledonia also announces that the Compensation Committee of the board of directors has made new long term incentive plan awards under the Company's 2015 Omnibus Equity Incentive Compensation Plan (the "Plan") to the following members of its senior management:



Name


Position


Grant values




Steve Curtis


Director and Chief Executive Officer


USD270,000




Dana Roets


Chief Operating Officer


USD170,000




Caxton Mangezi


General Manager, Blanket Mine


USD143,401



The awards are in the form of Performance Units ("PSUs") as defined in the Plan and constitute the combined "Tranche 4 PSUs" and "Tranche 5 PSUs" as set out in the announcement of the Company made on January 12, 2016, as increased commensurate with increases in recipients' salaries since 2016.  The vesting date for the PSUs shall be the third anniversary of the date of the award, being January 11, 2022.
The number of PSUs awarded is equal to the monetary value of the award divided by the "Fair Market Value" (as defined in the Plan) of the Company's shares, being the greater of (i) the closing price of Caledonia's shares on the Toronto Stock Exchange on the trading day preceding the date of the award or (ii) the volume-weighted average closing price of Caledonia's shares on the Toronto Stock Exchange for the five days preceding the date of the award, converted to the USD equivalent based on the CAD/USD exchange rate for the 3 months immediately preceding the valuation date, i.e. approximately USD 6.09.        
The final number of PSUs which vest on maturity of the awards will be adjusted to reflect the actual performance of the Company in terms of targeted gold production. If actual performance is less than 70% of target, no PSUs will vest; if actual performance is greater than 70% of target, the number of vesting PSUs will be adjusted pro rata on a linear basis, subject to a maximum of 200% of the initial target PSUs. Each PSU entitles the participant to receive the cash equivalent of the Fair Market Value of one Caledonia common share on the maturity of the award or alternatively to elect to receive some or all of the PSUs in the form of securities in the Company.
For further information please contact:
 



Caledonia Mining Corporation Plc
Mark Learmonth
Maurice Mason
 


 
Tel: +44 1534 679 802
Tel: +44 759 078 1139
 




WH Ireland
Adrian Hadden/Jessica Cave/James Sinclair-Ford
 


 
Tel: +44 20 7220 1751




Blytheweigh
Tim Blythe/Camilla Horsfall/Megan Ray  
 


 
Tel: +44 207 138 3204



Note: This announcement contains inside information which is disclosed in accordance with the Market Abuse Regulation.


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


Steve Curtis
 


 




2


Reason for the  notification      
 




a)


Position/status
 


Director and 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
 


Caledonia Mining Corporation Plc


 




b)


LEI


21380093ZBI4BFM75Y51
 


 




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


Depositary interests representing common shares of no par value
 
JE00BF0XVB15
 


 




b)


Nature of the transaction
 


Issue of securities


 




c)


Price(s) and volume(s)
 
 





Price(s)           


Volume(s)




CAD8.0742


67,082






 




d)


Aggregated information
 
- Aggregated volume    
 
- Price
 


 
 
67,082
 
CAD8.0742


 




e)


Date of the transaction
 


11 January 2019


 




f)


Place of the transaction


AIM of the London Stock Exchange plc
 


 



 




 
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


Mark Learmonth
 


 




2


Reason for the  notification      
 




a)


Position/status
 


Director and 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
 


Caledonia Mining Corporation Plc


 




b)


LEI


21380093ZBI4BFM75Y51
 


 




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


Depositary interests representing common shares of no par value
 
JE00BF0XVB15
 


 




b)


Nature of the transaction
 


Issue of securities


 




c)


Price(s) and volume(s)
 
 





Price(s)           


Volume(s)




CAD8.0742


26,582






 




d)


Aggregated information
 
- Aggregated volume    
 
- Price
 


 
 
26,582
 
CAD8.0742


 




e)


Date of the transaction
 


11 January 2019


 




f)


Place of the transaction


AIM of the London Stock Exchange plc
 


 



 
 




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