Last checked at 7 Aug 2017 07:45
7 August 2017
Bezant Resources Plc
("Bezant" or the "Company")
Directors' Dealings and Issue of Equity
Bezant (AIM: BZT), the AIM quoted gold and platinum development company, announces the issue, yesterday, of, in aggregate, 12,359,642 new ordinary shares of 0.2 pence each in the capital of the Company ("Ordinary Shares") in satisfaction of certain accrued directors' fees and salaries which have been unpaid since 1 October 2016 as well as certain unpaid senior management and consultancy fees and salaries within the same period.
In order to conserve cash reserves within the Company as Bezant progresses its preparations for commencement of commercial production at its wholly owned Choco Project in Colombia in mid-August 2017, the Company's directors and certain members of senior management have agreed to receive new Ordinary Shares in lieu of their remuneration accrued for the period from 1 October 2016 to 31 July 2017. The conversion price has been determined as being the volume weighted average price of the Company's shares over the period from 1 October 2016 to 31 July 2017, being 1.2976 pence (the "Conversion Price"). The directors will therefore receive, in aggregate, 8,532,552 Ordinary Shares, as detailed in the table below (the "Director Fee Shares"). The Conversion Price represents a discount of approximately 1.7 per cent. to the Company's closing mid-market share price of 1.32 pence on 4 August 2017 (being the latest practicable business day prior to the date of this announcement).
Director | Position | Current holding of Ordinary Shares | Shares issued in settlement of accrued fees and salaries | Resultant holding of Ordinary Shares | Percentage of the Company's enlarged issued share capital following Admission |
Edward Nealon | Non-Executive Chairman | 6,670,000 | 3,044,081 | 9,714,081 | 2.36% |
Dr Bernard Olivier | CEO | 1,057,800 | 3,044,081 | 4,101,881 | 1.00% |
Laurence Read | Executive Director | 138,600 | 922,349 | 1,060,949 | 0.26% |
Dr Evan Kirby | Non-Executive Director | 350,000 | 1,522,041 | 1,872,041 | 0.46% |
In addition, certain unpaid fees amounting to approximately £49,660 due to senior management and consultants over the period are also being satisfied by the issue of, in aggregate, 3,827,090 Ordinary Shares at the same Conversion Price (the "Management and Consultant Fee Shares").
Application to trading on AIM
Application will be made for the, in aggregate, 12,359,642 Director Fee Shares and Management and Consultant Fee Shares to be admitted to trading on the AIM market of the London Stock Exchange ("Admission"). It is expected that Admission will become effective and that dealings in the Director Fee Shares and Management and Consultant Fee Shares will commence at 8.00 a.m. on or around 14 August 2017. Following Admission, the Company's total issued share capital will consist of 411,136,678 Ordinary Shares with voting rights. The Company does not hold any ordinary shares in treasury and accordingly there are no voting rights in respect of any treasury shares. The Director Fee Shares and Management ans Consultant Fee Shares will be fully paid and will rank pari passu in all respects with the Company's existing ordinary shares.
On Admission, the above figure of 411,136,678 Ordinary Shares may be used by shareholders in the Company 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, Bezant under the Financial Conduct Authority's Disclosure and Transparency Rules.
Related Party Transaction
The issue of the abovementionned new Ordinary Shares in lieu of accrued fees and salaries to certain of the directors of the Company is considered to be a related party transaction for the purposes of Rule 13 of the AIM Rules for Companies. Accordingly, the independent director, being Ronnie Siapno, a Non-Executive Director of the Company, considers, having consulted with Strand Hanson Limited (the Company's Nominated Adviser), that the terms of the issue of the Director Fee Shares are fair and reasonable insofar as the Company's shareholders are concerned.
For further information, please contact:
Bezant Resources Plc Bernard Olivier Chief Executive Officer
Laurence Read Executive Director / Communications Officer
|
Tel: +61 40 894 8182
Tel: +44 (0)20 3289 9923 |
Strand Hanson Limited (Nomad) James Harris / Matthew Chandler / James Dance
| Tel: +44 (0)20 7409 3494 |
Peterhouse Corporate Finance Limited (Broker) Lucy Williams/ Duncan Vasey/ Heena Karani
| Tel: +44 (0)20 7469 0930 |
Beaufort Securities Limited (Broker) Elliot Hance | Tel: +44 (0)20 7382 8300 |
or visit http://www.bezantresources.com
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014.
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Edward Nealon | ||||
2. | Reason for the Notification | |||||
a) | Position/status | Director 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 | Bezant Resources plc | ||||
b) | LEI | 2138008K9GRXDUVYVK15 | ||||
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 0.2p each in the share capital of the Bezant Resources plc | ||||
Identification code | GB00B1CKQD97 | |||||
b) | Nature of the Transaction | Receipt of Ordinary Shares in lieu of director fees | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information Aggregated volume Price | N/A (Single transaction) | ||||
e) | Date of the transaction | 6 August 2017 | ||||
f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Bernard Olivier | ||||
2. | Reason for the Notification | |||||
a) | Position/status | Director 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 | Bezant Resources plc | ||||
b) | LEI | 2138008K9GRXDUVYVK15 | ||||
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 0.2p each in the share capital of the Bezant Resources plc | ||||
Identification code | GB00B1CKQD97 | |||||
b) | Nature of the Transaction | Receipt of Ordinary Shares in lieu of director fees | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information Aggregated volume Price | N/A (Single transaction) | ||||
e) | Date of the transaction | 6 August 2017 | ||||
f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Laurence Read | ||||
2. | Reason for the Notification | |||||
a) | Position/status | Director 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 | Bezant Resources plc | ||||
b) | LEI | 2138008K9GRXDUVYVK15 | ||||
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 0.2p each in the share capital of the Bezant Resources plc | ||||
Identification code | GB00B1CKQD97 | |||||
b) | Nature of the Transaction | Receipt of Ordinary Shares in lieu of director fees | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information Aggregated volume Price | N/A (Single transaction) | ||||
e) | Date of the transaction | 6 August 2017 | ||||
f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Evan Kirby | ||||
2. | Reason for the Notification | |||||
a) | Position/status | Director 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 | Bezant Resources plc | ||||
b) | LEI | 2138008K9GRXDUVYVK15 | ||||
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 0.2p each in the share capital of the Bezant Resources plc | ||||
Identification code | GB00B1CKQD97 | |||||
b) | Nature of the Transaction | Receipt of Ordinary Shares in lieu of director fees | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information Aggregated volume Price | N/A (Single transaction) | ||||
e) | Date of the transaction | 6 August 2017 | ||||
f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||