REG - Gem Resources PLC - Director/PDMR Shareholding

Gem ResourcesAnnouncement

27/02/2025 13:30

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RNS Number : 7554Y  Gem Resources PLC  27 February 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN,
THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
DISTRIBUTE THIS ANNOUNCEMENT.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
REGULATION 2014/596/EU WHICH IS PART OF DOMESTIC UK LAW PURSUANT TO THE MARKET
ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK MAR"). UPON THE
PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS DEFINED IN UK
MAR) IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

 

Gem Resources Plc

("GEMR" or the "Company")

 

Issue of Equity in Lieu of Directors' Fees at a 31% premium to prevailing
market price

 

Gem Resources Plc (LSE: GEMR), the owner and operator of the Gravelotte
Emerald Mine in South Africa, today announces that it has, at the request of
Dr Bernard Oliver, Edward Nealon and Peter Redmond, agreed to issue
 5,999,998 new ordinary shares of £0.0001 each ("Ordinary Shares") at an
issue price of 0.65 pence per Ordinary Share to those Directors in lieu of
cash settlement of part of their accrued fees. The issue price of 0.65 pence
per Ordinary Share representing a 31% premium to the mid-market closing price
on 26 February 2025.

The issue of the Ordinary Shares to Directors constitute related party
transactions for the purposes of DTR 7.3 due to Bernard Oliver, Edward Nealon
and Peter Redmond being directors of the Company.

Accordingly, the arrangements were voted upon by the Directors of the Company
(excluding Bernard Olivier, Edward Nealon and Peter Redmond) and such
independent Directors consider the material related party transactions in
respect of the agreements to be fair and reasonable from the perspective of
the Company and its Shareholders.

Director's Fee Shares

 

Bernard Oliver, Edward Nealon, Peter Redmond have each requested to take part
of their outstanding Director fees for the period January 2024 to February
2025 in Ordinary Shares.

 

Following such issuances, Directors will have the following interests in
Ordinary Shares:

 

 Name of Director  Interest in Ordinary Shares (Number)  Interest in Ordinary Shares (Percentage)

 Bernard Olivier   4,964,103                             1.61%
 Edward Nealon     10,680,768                            3.46%
 Peter Redmond     8,949,357                             2.90%

 

Applications have been made to the Financial Conduct Authority ("FCA") and
London Stock Exchange plc ("LSE") and it is expected that the admission of the
5,999,998 new Ordinary Shares to listing on the equity shares (transition)
category of the Official List maintained by the FCA and to trading on the main
market for listed securities of the LSE will become effective on or before
8.00 a.m. on 5 March 2025 ("Admission").

Total Voting Rights

 

Immediately following Admission the Company will have 308,658,088 Ordinary
Shares of £0.0001 each in issue.

 

The Company does not hold any shares in treasury and all of the Ordinary
Shares have equal voting rights. Therefore, the figures above represent the
total voting rights in the Company and may be used by shareholders as the
denominator for the calculations by which they can determine if they are
required to notify their interest in, or a change to their interest in the
Company under the Rules.

 

Additional information

 

The following disclosures are made in accordance with the requirements of the
UK Market Abuse Regulation and provide detail in relation to the purchase of
Ordinary Shares by Directors and other PDMRs in the Company.

 

For the purposes of UK MAR, the person who arranged for the release of this
announcement was Bernard Olivier, Chief Executive Officer .

 

NOTIFICATIONS AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING
MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

 

Dr Bernard Oliver

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Dr Bernard Olivier

 2.  Reason for the Notification
 a)  Position/status                                              PDMR

 b)  Initial notification / Amendment                             Initial notification

 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Gem Resources Plc

 b)  LEI                                                          213800U6Z250COBY7781

 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  Ordinary Shares of £0.0001
     Identification Code                                          GB00BL979W39

 b)  Nature of the transaction                                    Issue of ordinary shares

 c)  Price(s) and volume(s)                                       Price(s)                         Volume(s)
                                                                  0.65  pence per Ordinary Share   3,230,769 Ordinary Shares

 d)  Aggregated information:

      Aggregated volume                                            3,230,769 Ordinary Shares

     · Price                                                      0.65 pence per Ordinary Share

 e)  Dates of the transactions                                    26  February 2025

 f)  Place of the transactions                                    London

d)

Aggregated information:

 Aggregated volume

· Price

 

  3,230,769 Ordinary Shares

0.65 pence per Ordinary Share

 

 

e)

Dates of the transactions

26  February 2025

 

 

f)

Place of the transactions

London

 

Edward Nealon

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Edward Nealon

 2.  Reason for the Notification
 a)  Position/status                                              PDMR

 b)  Initial notification / Amendment                             Initial notification

 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Gem Resources Plc

 b)  LEI                                                          213800U6Z250COBY7781

 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  Ordinary Shares of £0.0001
     Identification Code                                          GB00BL979W39

 b)  Nature of the transaction                                    Issue of Ordinary Shares

 c)  Price(s) and volume(s)                                       Price(s)                         Volume(s)
                                                                  0.65  pence per Ordinary Share   1,846,153 Ordinary Shares

 d)  Aggregated information:

      Aggregated volume                                          0.65  Ordinary Shares

     · Price                                                      1,846,153 pence per Ordinary Share

 e)  Dates of the transactions                                    26  February 2025

 f)  Place of the transactions                                    London

d)

Aggregated information:

 Aggregated volume

· Price

 

0.65  Ordinary Shares

1,846,153 pence per Ordinary Share

 

 

e)

Dates of the transactions

26  February 2025

 

 

f)

Place of the transactions

London

 

Peter Redmond

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Peter Redmond

 2.  Reason for the Notification
 a)  Position/status                                              PDMR

 b)  Initial notification / Amendment                             Initial notification

 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Gem Resources Plc

 b)  LEI                                                          213800U6Z250COBY7781

 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  Ordinary Shares of £0.0001
     Identification Code                                          GB00BL979W39

 b)  Nature of the transaction                                    Issue of Ordinary Shares

 c)  Price(s) and volume(s)                                       Price(s)                         Volume(s)
                                                                  0.65  pence per Ordinary Share   923,076 Ordinary Shares

 d)  Aggregated information:

      Aggregated volume                                          923,076 Ordinary Shares

     · Price                                                      0.65 pence per Ordinary Share

 e)  Dates of the transactions                                    26  February 2025

 f)  Place of the transactions                                    London

d)

Aggregated information:

 Aggregated volume

· Price

 

923,076 Ordinary Shares

0.65 pence per Ordinary Share

 

e)

Dates of the transactions

26  February 2025

 

f)

Place of the transactions

London

 

 

 

Enquiries:

 

 Gem Resources Plc                                                                                                                                           +44 (0)746 368 6497

 Chief Executive Officer

 Bernard Olivier

 Executive Director

 Peter Redmond

 Chief Operating Officer

Jeremy Sturgess-Smith

                                                                                                                                                           info@gemresources.co.uk (mailto:info@gemresources.co.uk)

 Peterhouse Capital Limited                                                                                                                                  +44 (0)20 7469 0930

 Joint Corporate Broker

 Lucy Williams

 Duncan Vasey

 Capital Plus Partners

 Joint Corporate Broker

 Jon                                                                                                                                                         +44 (0)203 821 6169
 Critchley

 

 

About Gem Resources Plc ("GEMR")

 

GEMR is an emerging emerald producer, focusing on the Gravelotte Emerald Mine.
Historically, GEMR is one of the world's largest emerald mines, located in
South Africa. The Company is committed to sustainable and efficient mining
practices, utilizing modern technology to revive this historically significant
emerald mine.  The Company has also acquired the Curlew Emerald Mine in
Australia, further expanding its emerald mining operations and assets.

 

For more information about Gem Resources Plc, including investor relations and
corporate news, please visit our website at www.gemresources.co.uk
(http://www.gemresources.co.uk) . Interested parties are also invited to
sign-up for our newsletter via our website.

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