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29 Jun 2023 15:09
Capital Limited
("Capital", the "Group" or the "Company")
Long Term Incentive Grant
Capital (LSE: CAPD), a leading mining services company, today announces Long Term Incentive Plan awards ("LTIPs") as referenced in Remuneration Report of the 2022 Annual Report to Executive Directors Jamie Boyton, Peter Stokes and Brian Rudd, as well as other senior employees.
The LTIP was established to strengthen retention, incentivisation, support the Company's next phase of growth and increase alignment between executives and shareholders. A summary of the terms of the awards is set out on pages 91 and 98 of the 2022 Annual Report. The Executive Directors have been granted two separate performance awards each (LTIP1 and LTIP2) (totalling 1,920,742 awards), with a nominal exercise price of US$0.0001 and a three-year vesting period. All awards to Executive Directors are subject to a two-year holding period post vesting.
Name | Role | Max no. of Equity awards (LTIP1) | Max no. of Equity awards (LTIP2) | Exercise price (US$) |
Jamie Boyton
| Executive Chairman | 361,682 |
361,682 | 0.0001 |
Peter Stokes
| Chief Executive Officer | 414,870 |
414,870 | 0.0001 |
Brian Rudd | Executive Director |
183,819
|
183,819
| 0.0001 |
A maximum total aggregate of 4,163,031 awards (comprising 2,731,469 LTIP1 and 1,431,562 LTIP2) have been granted to the Executive Directors and other senior members of the Company. Within the total aggregate, PDMRs of the Company have received a total of 2,219,754 awards (details of these PDMR awards are set out at the foot of this announcement).
The awards will vest on the third anniversary of the date of grant, subject to the meeting of the three-year performance conditions laid out below:
For LTIP1:
· Up to a maximum of 50% of the award is subject to absolute Total Shareholder Return ("TSR") measured at the year ended 31 December 2025 against the 20-day VWAP ending 31 December 2022. Shares will Vest on a straight-line basis between 12.5% (if 8% CAGR is achieved) and 50% (if 15% CAGR is achieved).
· Up to a maximum of 50% of the award is subject to an Earnings per Share performance condition (EPS), measured at the year ended 31 December 2025 against the baseline 2022 EPS (based on performance of the underlying business i.e. excluding returns from Capital DI, the direct investment vehicle of Capital Limited). Shares will Vest on a straight-line basis between 12.5% (if 8% CAGR is achieved) and 50% (if 15% CAGR is achieved).
For LTIP 2:
· solely absolute TSR measured at the year ended 31 December 2025 against the 20-day VWAP ending 31 December 2022. Shares will vest on a straight-line basis between 0% (if 15% CAGR is achieved) and 100% (if 25% CAGR is achieved).
The awards are subject to continued employment and malus and clawback provisions.
- ENDS -
For further information, please visit Capital's website www.capdrill.com or contact:
Capital Limited investor@capdrill.com
Peter Stokes, Chief Executive Officer
Rick Robson, Chief Financial Officer
Conor Rowley, Investor Relations & Corporate Development Manager
Tamesis Partners LLP +44 20 3882 2868
Charlie Bendon
Richard Greenfield
Stifel Nicolaus Europe Limited +44 20 7710 7600
Ashton Clanfield
Callum Stewart
Rory Blundell
Buchanan +44 20 7466 5000
Bobby Morse capital@buchanan.uk.com
George Pope
About Capital Limited
Capital Limited is a leading mining services company providing a complete range of drilling, mining, maintenance and geochemical laboratory solutions to customers within the global minerals industry, focusing on the African markets. The Company's services include: exploration, delineation and production drilling; load and haul services; maintenance; and geochemical analysis. The Group's corporate headquarters are in the United Kingdom and it has established operations in Côte d'Ivoire, Canada, Democratic Republic of Congo, Egypt, Gabon, Guinea, Kenya, Mali, Mauritania, Nigeria, Pakistan, Saudi Arabia and Tanzania.
Notification of transactions by PDMRs
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||||
a. | Name | Jamie Boyton | ||||||
2. | Reason for the notification | |||||||
a. | Position/status | Executive Chairman | ||||||
b. | Initial notification/Amendment | Initial notification | ||||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Capital Limited | ||||||
b. | LEI | 213800XG175G91JW8W37 | ||||||
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 Identification code | Common shares of $0.0001 each BMG022411000 | ||||||
b. | Nature of the transaction | Grant of Options | ||||||
c. | Price(s) and volume(s) |
| ||||||
d. | Aggregated information · Aggregated volume · Price | 723,364 at $0.0001 | ||||||
e. | Date of the transaction | 29 June 2023 | ||||||
f. | Place of the transaction | Outside of trading venue | ||||||
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||||
a. | Name | Peter Stokes | ||||||
2. | Reason for the notification | |||||||
a. | Position/status | Chief Executive Officer | ||||||
b. | Initial notification/Amendment | Initial notification | ||||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Capital Limited | ||||||
b. | LEI | 213800XG175G91JW8W37 | ||||||
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 Identification code | Common shares of $0.0001 each BMG022411000 | ||||||
b. | Nature of the transaction | Grant of Options | ||||||
c. | Price(s) and volume(s) |
| ||||||
d. | Aggregated information · Aggregated volume · Price | 829,740 at $0.0001 | ||||||
e. | Date of the transaction | 29 June 2023 | ||||||
f. | Place of the transaction | Outside of trading venue | ||||||
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||||
a. | Name | Brian Rudd | ||||||
2. | Reason for the notification | |||||||
a. | Position/status | Executive Director | ||||||
b. | Initial notification/Amendment | Initial notification | ||||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Capital Limited | ||||||
b. | LEI | 213800XG175G91JW8W37 | ||||||
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 Identification code | Common shares of $0.0001 each
BMG022411000 | ||||||
b. | Nature of the transaction | Grant of Options | ||||||
c. | Price(s) and volume(s) |
| ||||||
d. | Aggregated information · Aggregated volume · Price | 367,638 at $0.0001 | ||||||
e. | Date of the transaction | 29 June 2023 | ||||||
f. | Place of the transaction | Outside of trading venue | ||||||
1. | Details of the person discharging managerial responsibilities / person closely associated | |||||||
a. | Name | Rick Robson | ||||||
2. | Reason for the notification | |||||||
a. | Position/status | Chief Financial Officer | ||||||
b. | Initial notification/Amendment | Initial notification | ||||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | Capital Limited | ||||||
b. | LEI | 213800XG175G91JW8W37 | ||||||
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 Identification code | Common shares of $0.0001 each BMG022411000 | ||||||
b. | Nature of the transaction | Grant of Options | ||||||
c. | Price(s) and volume(s) |
| ||||||
d. | Aggregated information · Aggregated volume · Price | 299,012 at $0.0001 | ||||||
e. | Date of the transaction | 29 June 2023 | ||||||
f. | Place of the transaction | Outside of trading venue | ||||||
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