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REG - Rainbow Rare Earths - Issue of Shares to Directors under Incentive Plan

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RNS Number : 7251P  Rainbow Rare Earths Limited  04 July 2025

 

4 July 2025

 

Rainbow Rare Earths Limited

("Rainbow" or "the Company" and together with its subsidiaries "the Group")

LSE: RBW

 

Issue of Shares to Directors under Long Term Incentive Plan

On 3 September 2024, Rainbow announced that its Long Term Incentive Plan had
been amended in August 2024 to incorporate Restricted Share Units ("RSU") for
the benefit of US resident individuals in order to comply with US tax
requirements. Accordingly, the first tranche of RSUs vested on 30 June 2025,
as per the vesting schedule below.

                  30/6/25  30/6/26  30/6/27
 Atul Bali        166,666  166,667  83,334
 J Peter Pham     166,666  166,667  83,334
 Shawn McCormick  250,000  250,000  83,334
 Total            583,332  583,334  250,002

 

An application will be made for the 583,332 Ordinary Shares to be admitted to
the Official List (by way of a Standard Listing) and to trading on the London
Stock Exchange Plc's Main Market for listed securities ("Admission").  It is
expected that Admission will become effective and that dealing in the Ordinary
Shares will commence on or around 9 July 2025.  The new Ordinary Shares will
rank pari passu with the existing Ordinary Shares.  Following Admission, the
Company will have 644,271,482 Ordinary Shares in issue.  This figure may be
used by shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or a change
to their interest in, the Company under the FCA's Disclosure, Guidance and
Transparency Rules.

Following the admission of the new Ordinary Shares, the beneficial ownership
of the Company by persons discharging managerial responsibility ("PDMR") are
as follows:

 Name             No. of Ordinary Shares held prior to the Award  % interest in Ordinary Shares held prior to the Award  No. of Ordinary Shares held immediately following Admission  % interest in Ordinary Shares immediately following Admission
 Atul Bali        4,504,325                                       0.70%                                                  4,670,991                                                    0.73%
 J Peter Pham     714,833                                         0.11%                                                  881,499                                                      0.14%
 Shawn McCormick  9,483,237                                       1.47%                                                  9,733,237                                                    1.51%

 

Further disclosures as required for the notification of PDMRs are included in
the Appendix to this announcement.

 

Appendix

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                                                         Atul Bali
 2   Reason for the notification
 a)  Position/status                                              Director
 b)  Initial notification/ Amendment                              Initial Notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Rainbow Rare Earths Limited
 b)  LEI                                                          213800HONYSAXTG6KS11
 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 no par value

     Identification code

                                                                  GG00BD59ZW98
 b)  Nature of the transaction                                    Issue of incentive award shares

 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                            Nil       166,666

 d)  Aggregated information

     Aggregated volume                                            166,666

     -      Price                                                 Nil

 e)  Date of the transaction                                      9 July 2025

                                                                  Note: the Company is not considered in a close period at the time of this
                                                                  transaction.

 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

 

Aggregated volume

 

-      Price

 

 

 

166,666

 

Nil

e)

Date of the transaction

 

9 July 2025

Note: the Company is not considered in a close period at the time of this
transaction.

 

f)

Place of the transaction

Outside a trading venue

 

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                                                         J Peter Pham
 2   Reason for the notification
 a)  Position/status                                              Director
 b)  Initial notification/ Amendment                              Initial Notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Rainbow Rare Earths Limited
 b)  LEI                                                          213800HONYSAXTG6KS11
 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 no par value

     Identification code

                                                                  GG00BD59ZW98
 b)  Nature of the transaction                                    Issue of incentive award shares

 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                            Nil       166,666

 d)  Aggregated information

     Aggregated volume                                            166,666

     -      Price                                                 Nil

 e)  Date of the transaction                                      9 July 2025

                                                                  Note: the Company is not considered in a close period at the time of this
                                                                  transaction.

 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

 

Aggregated volume

 

-      Price

 

 

 

166,666

 

Nil

e)

Date of the transaction

 

9 July 2025

Note: the Company is not considered in a close period at the time of this
transaction.

 

f)

Place of the transaction

Outside a trading venue

 

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                                                         Shawn McCormick
 2   Reason for the notification
 a)  Position/status                                              Director
 b)  Initial notification/ Amendment                              Initial Notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Rainbow Rare Earths Limited
 b)  LEI                                                          213800HONYSAXTG6KS11
 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 no par value

     Identification code

                                                                  GG00BD59ZW98
 b)  Nature of the transaction                                    Issue of incentive award shares

 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                            Nil       250,000

 d)  Aggregated information

     Aggregated volume                                            250,000

     -      Price                                                 Nil

 e)  Date of the transaction                                      9 July 2025

                                                                  Note: the Company is not considered in a close period at the time of this
                                                                  transaction.

 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

 

Aggregated volume

 

-      Price

 

 

 

250,000

 

Nil

e)

Date of the transaction

 

9 July 2025

Note: the Company is not considered in a close period at the time of this
transaction.

 

f)

Place of the transaction

Outside a trading venue

 

 

For further information, please contact:

 

 Rainbow Rare Earths Ltd   Company  George Bennett         +27 82 652 8526

                                    Pete Gardner
                           IR       Cathy Malins           +44 7876 796 629

                                                           cathym@rainbowrareearths.com (mailto:cathym@rainbowrareearths.com)
 Berenberg                 Broker   Matthew Armitt         +44 (0) 20 3207 7800

                                    Jennifer Lee

 Stifel                    Broker   Ashton Clanfield       +44 20 7710 7600

                                    Varun Talwar

 Tavistock Communications  PR/IR    Charles Vivian         +44 (0) 20 7920 3150

                                    Tara Vivian-Neal       rainbowrareearths@tavistock.co.uk (mailto:rainbowrareearths@tavistock.co.uk)

 

Notes to Editors:

Rainbow Rare Earths aims to be a forerunner in the establishment of an
independent and ethical supply chain of the rare earth elements that are
driving the green energy transition. It is doing this successfully via
pioneering the first commercial recovery of rare earth elements from
phosphogypsum that occurs as the by-product of phosphoric acid production.
These projects eliminate the cost and risk of typical rare earth projects,
which involve mining and the production of a rare earth concentrate that must
be chemically cracked to form a mixed rare earth carbonate before further
downstream processing. As such, Rainbow's projects can be brought into
production quicker and at a lower cost than traditional hard rock mining
projects.

The Company is focused on the development of the Phalaborwa Project in South
Africa and the earlier stage Uberaba Project in Brazil. Rainbow's process will
deliver separated rare earth oxides through a single hydrometallurgical plant
on site, with a focus on the recovery of neodymium, praseodymium, dysprosium
and terbium. These are critical components of the high-performance permanent
magnets used in electric vehicles, wind turbines, defence and exciting new
markets such as robotics and advanced air mobility.

The Phalaborwa updated interim economic study released in December 2024 has
confirmed strong base line economics for the project, which has a base case
NPV(10) of US$611 million. Given Phalaborwa is a chemical processing
operation, with its resource sitting at surface in a chemically cracked form,
it has a much lower operating cost than traditional rare earth mining
projects, and it is therefore estimated to be the highest margin rare earth
project in development today outside of China.

More information is available at www.rainbowrareearths.com
(http://www.rainbowrareearths.com/) or please visit the Company's Curation
Connect showcase at: Curation Connect - Rainbow Rare Earths Showcase
(https://app.curationconnect.com/company/Rainbow-Rare-Earths-90903?utm_source=media&utm_campaign=media&utm_id=media)
or https://app.curationconnect.com/company/Rainbow-Rare-Earths-90903
(https://app.curationconnect.com/company/Rainbow-Rare-Earths-90903)

 

 

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