RNS Number : 2054G
Greatland Gold PLC
25 April 2025
Greatland Gold plc (AIM: GGP)
E: info@greatlandgold.com
W: https://greatlandgold.com
: twitter.com/greatlandgold
NEWS RELEASE | 25 April 2025
Finalisation and grant of previously announced performance rights
Greatland Gold plc (AIM:GGP) (Greatland or the Company) announces the finalisation and grant of employee incentive share options under the Company's employee share plan, consistent with the Company's intention as described in its Admission Document dated 10 September 2024 (Admission Document).
FY25 Performance Rights
Greatland's remuneration strategy is focused on ensuring that remuneration outcomes are aligned to the creation of shareholder value.
For the 2025 financial year (FY25), the Admission Document described the Company's intention to issue up to 62,861,372 FY25 performance rights with an exercise price of £0.001 per share (FY25 Performance Rights).
On 16 October 2024 (refer to Greatland's RNS announcement of that date titled 'Grant of Employee Incentive Options) a first tranche of 39,855,249 FY25 Performance Rights was granted to senior team members. The grant made today is a further 10,894,764 FY25 Performance Rights, to senior team members who commenced subsequently to the October 2024 grant.
The FY25 Performance Rights are granted under the Company's employee share plan with their vesting subject to achievement of the performance targets set out in Table 1. The performance targets will be assessed by Greatland's Board of Directors (Board) at the conclusion of the 2027 financial year for FY25 Performance Rights (hence the relevant performance period is from 1 July 2024 to 30 June 2027). There are presently a total of 47,807,292 FY25 Performance Rights on issue.
Based on the Company's performance, the Board may determine that less than 100% of the shares the subject of FY25 Performance Rights should vest, in which case, any unvested entitlements will lapse. The FY25 Performance Rights require that the holders remain employed by Greatland at the end of the performance period (i.e. until 30 June 2027), otherwise (subject to certain limited 'good leaver' exceptions) they will lapse.
Performance Rights which have vested following the conclusion of the performance period must be exercised prior to their expiry date (being the tenth anniversary of the date of grant).
Table 1: FY25 performance targets
Performance Target
Description
Weighting
Relative shareholder return vs peers
The Company's relative total shareholder return measured against an Australian mid-cap gold peer group(1)
The Company's relative total shareholder return measured against the S&P/ASX All Ordinaries Gold Index (XGD)
Achievement
Outcome
< 95% index growth
0%
95 - 100% of index growth
pro rata0 - 50%
Threshold: 100% of index growth
50%
100 - 120% of index growth
pro rata50 - 100%
> 120% of index growth
100%
12.5%
Havieron optimisation
The Company completes a Havieron feasibility study within 12 months from completion of the acquisition of Havieron and Telfer (Acquisition Completion). The Havieron feasibility study demonstrates materially improved Havieron project economics relative to the Greatland base case in the Competent Person's Report published in connection with the Acquisition
10%
Havieron financing
Execute and achieve financial close for Havieron project development debt finance facilities within 6 months from completion of the Havieron feasibility study
10%
Havieron FID
The Company achieves a final investment decision (FID) for the completion of Havieron development within 18 months from Acquisition Completion
10%
Havieron development
Progress Havieron development on schedule and budget, relative to the Havieron feasibility study
10%
Environmental, Social & Governance
Develop a sustainability roadmap and publish the enlarged Company group's inaugural sustainability report (or sustainability section in the annual report) in calendar year 2025
5%
Reserve Growth
Ore Reserve growth relative to Ore Reserves on Acquisition Completion:
Achievement
Outcome
Threshold: 10% growth
25%
10 - 25% growth
pro rata25 - 100%
> 25% growth
100%
15%
Resource Growth
Mineral Resource growth relative to Mineral Resources on Acquisition Completion(1):
Achievement
Outcome
Threshold: 10% growth
25%
10 - 25% growth
pro rata25 - 100%
> 25% growth
100%
(1)Mineral Resources at Acquisition Completion excludes the O'Callaghans polymetallic deposit at Telfer
15%
Acquisition Special Exertion Performance Rights
The Admission Document described the Company's intention to grant up to 30,000,000 performance rights with an exercise price of £0.001 per share (Acquisition Special Exertion Performance Rights) on a one-off basis to certain executives of the Greatland group to recognise the transformative nature of the acquisition of Havieron and Telfer (Acquisition), and the exceptional time commitment, effort and demands on those executives in assessing, negotiating, executing and implementing the Acquisition.
The grant made today is for a total of 28,677,080 Acquisition Special Exertion Performance Rights.
As described in the Admission Document, the Acquisition Special Exertion Performance Rights comprise three equal tranches, with performance targets and vesting dates as follows:
§ Performance targets:
§ All Tranches: Acquisition completion has occurred to the Board's satisfaction, and employee must remain employed by the Greatland group at Acquisition completion. This performance target is deemed to have been satisfied upon the date of grant of the Acquisition Special Exertion Performance Rights, 25 April 2025.
§ Tranche 2: The trading price of Ordinary Shares following the release of the 30 June 2025 audited financial statements (the FY25 Results) must exceed the pre-Acquisition announcement undisturbed price of Ordinary Shares (being £0.0689), and employee must remain employed by the Group at the time of release of the FY25 Results.
§ Tranche 3: The trading price of Ordinary Shares following the release of the 30 June 2026 audited financial statements (the FY26 Results) must exceed the pre-Acquisition announcement undisturbed price of Ordinary Shares (being £0.0689), and employee must remain employed by the Group at the time of release of the FY26 Results.
§ Vesting dates:
§ Tranche 1: Date of grant, 25 April 2025.
§ Tranche 2: Following release of the FY25 Results.
§ Tranche 3: Following release of the FY26 Results.
Summary
In summary the following share options have been granted by the Company.
Table 2: Summary of Employee Share Options granted on 25 April 2025
Type
Number
Exercise price
% of shares on issue
Conditions / Restrictions
FY25 Performance Rights
10,894,764
0.1p
0.08%
Subject to satisfaction of performance hurdles and continued service criteria; option holder must be employed by Greatland on 30 June 2027 to exercise vested rights (subject to limited 'good leaver' exceptions)
Acquisition Special Exertion Rights
28,677,080
0.1p
0.22%
Tranche 1: None. Tranche 2: Subject to share price hurdle and continued employment following release of FY25 Results. Tranche 3: Subject to share price hurdle and continued employment following release of FY26 Results.
Following the above grant, the Company has 13,079,294,602 shares issued, and an aggregate of 680,367,084 options granted over shares issued to employees and directors (of which 497,700,000 are the subject of agreements for surrender as announced by the Company on 22 April 2025).
Director and PDMR awards
The issuance of share options includes awards to Greatland's Managing Director, Shaun Day, and Chief Financial Officer, Monique Connolly, which are set out in Table 3.
Table 3: Summary of Employee Share Options granted to related parties
The award of Acquisition Special Exertion Performance Rights to Shaun Day and Monique Connolly is considered a related party transaction for the purposes of the AIM Rules. Accordingly, the independent directors of Greatland (for these purposes being all of the directors, other than Shaun Day), having consulted with the Company's Nominated Adviser, SPARK Advisory Partners Limited, consider the terms of the share options to be fair and reasonable insofar as the Company's shareholders are concerned.
PDMR dealing notifications
The following notification is provided in accordance with the requirements of the UK Market Abuse Regulation.
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Company directors/officers:
Shaun Day Monique Connolly
Managing Director Chief Financial Officer
2
Reason for the notification
a)
Position/status
See 1(a) above for all positions - classified as PDMRs of the Company
b)
Initial notification /Amendment
Initial Notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Greatland Gold plc
b)
LEI
213800KMN7LDF4VRPQ10
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
Performance Rights over Ordinary Shares with an exercise price of 0.1p per share
Identification code
GB00B15XDH89
b)
Nature of the transaction
Award of Performance Rights
c)
Price(s) and volume(s)
Price payable at grant: Nil Exercise Price: 0.1p per share Shaun Day
Date
Transaction Type
Amount
Price
25 Apr 25
Award of Acquisition Special Exertion Performance Rights
5,870,466
0.1p per share
Monique Connolly
Date
Transaction Type
Amount
Price
25 Apr 25
Award of Acquisition Special Exertion Performance Rights
2,487,843
0.1p per share
d)
Aggregated information Volume Price
n/a - single transaction
e)
Date of the transaction
25 Apr 25
f)
Place of the transaction
Outside a trading venue
Contact
For further information, please contact:
Greatland Gold plc
Shaun Day, Managing Director | Rowan Krasnoff, Chief Development Officer
info@greatlandgold.com
Nominated Advisor
SPARK Advisory Partners
Andrew Emmott / James Keeshan / Neil Baldwin | +44 203 368 3550
Corporate Brokers
Canaccord Genuity | James Asensio / George Grainger | +44 207 523 8000
SI Capital Limited | Nick Emerson / Sam Lomanto | +44 148 341 3500
Media Relations
Australia - Fivemark Partners | Michael Vaughan | +61 422 602 720
UK - Gracechurch Group | Harry Chathli / Alexis Gore / Henry Gamble | +44 204 582 3500
About Greatland
Greatland is a gold and copper mining company listed on the London Stock Exchange's AIM Market (LSE:GGP) and operates its business from Western Australia.
The Greatland portfolio includes the 100% owned Telfer gold-copper mine, the adjacent 100% owned world class Havieron gold-copper project (under development), and a significant exploration portfolio within the surrounding region. The combination of Telfer and Havieron provides for a substantial and long life gold-copper operation in the Paterson Province of Western Australia.
Greatland is targeting a cross listing on the ASX in the June quarter 2025.
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