REG - Greatland Gold PLC - Grant of Co-Investment Options and Share Options

Greatland GoldAnnouncement

12/09/2022 08:00

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RNS Number : 0787Z  Greatland Gold PLC  12 September 2022

12 September 2022

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK
MARKET ABUSE REGULATIONS. ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY
INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC
DOMAIN.

Greatland Gold plc

("Greatland" or "the Company")

Grant of Co-Investment Options and Share Options

PDMR dealing notifications

Greatland Gold plc (AIM:GGP), a mining development and exploration company
with a focus on precious and base metals, announces the grant of co-investment
options to subscribe for new ordinary shares in the Company to its proposed
Directors, Mr Mark Barnaba and Ms Elizabeth Gaines, and to Mr Paul Hallam, an
existing Non-Executive Director (together the "Co-Investment Options").

In addition, the Company has also granted Mr James 'Jimmy' Wilson, a newly
appointed Executive Director, options to subscribe for 40,000,000 new ordinary
shares in the Company under the Company's employee share scheme ("Share
Options").

 

Further details of the Co-Investment Options

The Co-Investment Options are a one-off equity incentive package structured to
align the interests of the Mr Barnaba, Ms Gaines and Mr Hallam in delivering
substantial growth in shareholder value for the benefit of Greatland
shareholders.

The Co-Investment Option structure has been designed to create strong and
immediate alignment with shareholders to deliver substantial share price
growth, with the option exercise price being set at 45 per cent above the
equity placement price announced today.

The number of Co-Investment Options granted to Mr Barnaba, Ms Gaines and Mr
Hallam is as follows:

 

 Name              Role                                       Number of shares under option  Proportion of expanded capital if fully exercised*
 Mark Barnaba      Non-Executive Chairman**                   100,000,000                    1.79%
 Elizabeth Gaines  Non-Executive Director and Deputy Chair**  55,000,000                     0.98%
 Paul Hallam       Non-Executive Director                     40,000,000                     0.72%

(*) (Expanded capital calculated on basis of completion of Wyloo share
placement and exercise of all Wyloo warrants as announced on 12 September
2022; plus the conversion of all options outlined in this announcement. The
gross proceeds from the exercise of all the above Co-Investment Options is)
(c.£23m.)

(** From 1 January 2023)

The Key Terms of the Co-Investment Options are contained in the following
table:

 Key Terms
 Exercise Period  Date of issue to 31 August 2026
 Exercise price   11.9 pence (representing a 45 per cent premium to 8.2 pence which was the
                  price at which equity was issued in the recent placing announced on 24 August
                  2022 and a 46 per cent premium to the five-day volume weighted average share
                  price to 9 September 2022)
 Vesting          Vesting immediately upon granting
 Retention        The intention is that the Co-Investment Options are issued to align the
                  interests of the individuals with that of Greatland's shareholders. To give
                  effect to this intention, the parties agree to discuss in good faith a
                  retention arrangement of three years in respect of the shares arising on
                  exercise

Mr Wilson's 40,000,000 Share Options have been granted on substantively the
same terms as the Co-Investment Options.

Related Party Opinion

As Paul Hallam and James Wilson are both existing directors, the granting of
the Co-Investment Options and Share Options are considered related party
transactions for the purposes of the AIM Rules. The independent directors
(being the directors other than Paul Hallam and James Wilson), having
consulted with SPARK Advisory Partners Limited, the Company's Nominated
Adviser, consider the terms of the Co-Investment Options and Share Options to
be fair and reasonable insofar as the Company's shareholders are concerned.

The PDMR dealing notifications at the end of this announcement are made in
accordance with the requirements of the UK Market Abuse Regulation.

Enquiries:

 Greatland Gold PLC                                                    info@greatlandgold.com

 Shaun Day                                                             www.greatlandgold.com

 SPARK Advisory Partners Limited (Nominated Adviser)                   +44 (0)20 3368 3550

 Andrew Emmott/James Keeshan

 Berenberg (Joint Corporate Broker and Financial Adviser)              +44 (0)20 3207 7800

 Matthew Armitt/Jennifer Lee/Jack Botros

 Canaccord Genuity (Joint Corporate Broker and Financial Adviser)      +44 (0)20 7523 8000

 James Asensio/Patrick Dolaghan

 Hannam & Partners (Joint Corporate Broker and Financial Adviser)      +44 (0)20 7907 8500

 Andrew Chubb/Matt Hasson/Jay Ashfield

 SI Capital Limited (Joint Broker)                                     +44 (0)14 8341 3500

 Nick Emerson/Sam Lomanto

 Gracechurch Group (Media and Investor Relations)                      +44 (0)20 3488 7510

 Harry Chathli/Alexis Gore/Tan Siddique

PDMR dealing notifications

 

 1.  Details of the person discharging managerial responsibilities/person closely
     associated
 a)                                           Company directors/officers:

                                        Paul Hallam   Non-Executive Director
                                              James Wilson  Executive Director

      Name

 2.  Reason for the notification
 a)  Position/status                          See 1(a) above for all positions - all 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  Options over Ordinary Shares of 0.1p each
 b)  Identification code                      GB00B15XDH89
 c)  Nature of the transactions               Grant of options over Ordinary Shares
 d)  Price(s) and volume(s)                   Price at grant: Nil

                                              Exercise Price:  11.9 pence per Ordinary Share

                                              Volume(s)

Name          Date               Transaction Type       Amount      Price
                                              Paul Hallam   12 September 2022  Co-Investment Options  40,000,000  11.9p each
                                              James Wilson  12 September 2022  Share Options          40,000,000  11.9p each

 

 e)  Aggregated information                   n/a - single transaction

     -     Aggregated volume

     -     Price
 f)  Date of the transactions                 12 September 2022
 f)  Place of the transactions                Outside a trading venue

2.

Reason for the notification

a)

Position/status

See 1(a) above for all positions - all 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

Options over Ordinary Shares of 0.1p each

b)

Identification code

GB00B15XDH89

c)

Nature of the transactions

Grant of options over Ordinary Shares

d)

Price(s) and volume(s)

Price at grant: Nil

Exercise Price:  11.9 pence per Ordinary Share

Volume(s)

 

 Name          Date               Transaction Type       Amount      Price
 Paul Hallam   12 September 2022  Co-Investment Options  40,000,000  11.9p each
 James Wilson  12 September 2022  Share Options          40,000,000  11.9p each

 

 

e)

Aggregated information

-     Aggregated volume

-     Price

n/a - single transaction

f)

Date of the transactions

12 September 2022

f)

Place of the transactions

Outside a trading venue

 

Notes for Editors:

Greatland Gold plc (AIM:GGP) is a mining development and exploration company
with a focus on precious and base metals. The Company's flagship asset is the
potentially world class Havieron gold-copper deposit in the Paterson region
of Western Australia, discovered by Greatland and presently under development
through a joint venture with Newcrest (the "JV"). Newcrest holds a joint
venture interest of 70% (30% Greatland).

Havieron is located approximately 45km east of Newcrest's Telfer gold mine
and, subject to positive feasibility study and decision to mine, will
leverage the existing infrastructure and processing plant to significantly
reduce the project's capital expenditure and carbon impact for a low-risk and
low-cost pathway to development.

Construction is well advanced and continuing with the box cut and decline to
develop the Havieron deposit originally commenced in February 2021. An
extensive growth drilling programme continues at Havieron with a view to
further expanding the understanding and scale of the ore body.

Greatland has a proven track record of discovery and exploration success. It
is pursuing the next generation of tier-one mineral deposits by applying
advanced exploration techniques in under-explored regions. The Company is
focused on safe, low-risk jurisdictions and is strategically positioned in the
highly prospective Paterson region. Greatland has a total of six projects
across Australia with a focus on becoming a multi-commodity mining company
of significant scale.

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