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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
1 March 2023
East Star Resources Plc
("East Star" or the "Company")
Adoption of Long-Term Incentive Plan
Grant of Options
East Star Resources Plc (LSE:EST), the Kazakhstan-focused minerals exploration company, announces that the Company's Remuneration Committee has approved the adoption of a long term incentive plan ("LTIP"). On the recommendation of the Remuneration Committee, the Company has granted an aggregate of 4,794,686 options over new ordinary shares in the Company to employees and non-executive directors of the Company (the "Options") to be approved by shareholders at the next Annual General Meeting.
The Options will vest in three equal tranches on each of the first three anniversaries of the grant date (being 1 March 2023) and will expire on 28 February 2033. The exercise price of the Options is 4.3p and was calculated by a 30-day VWAP prior to the approval of the LTIP on 28 February 2023 and represents a 27.2 percent premium to the Company's closing share price on 28 February 2023.
2,898,551 of the Options have been granted to the Company's Chief Executive Officer, Alex Walker, and the notification below, provided in accordance with the UK MAR Regulation (as defined below), provides further details.
869,565 of the Options have been granted to the Company's non-executive directors and the notification below, provided in accordance with the UK MAR Regulation, provides further details.
A further 1,026,570 Options have been granted to employees of the Company in Kazakhstan on the same terms as described above.
It is East Star's objective to establish a strong sense of ownership in the Company's future by all its employees. The granting of the Options under the employee LTIP recognises the loyalty of employees to date as well as their achievements and the work ethic they have demonstrated since joining the Company.
An ordinary resolution will be proposed at the next Annual General Meeting of the Company to approve the terms of the LTIP and the grant of the Options referred to in this announcement.
The Notification of Dealing Forms set out in the appendix below are provided in accordance with the requirements of the retained EU law version of the Market Abuse Regulation (596/2014) that has applied in the UK following Brexit (UK MAR Regulation).
For further information visit the Company's website at www.eaststarplc.com, or contact:
East Star Resources Plc
Alex Walker, Chief Executive Officer
Tel: +44 (0)20 7390 0234 (via Vigo Consulting)
Peterhouse Capital Limited (Corporate Broker and Placing Agent)
Duncan Vasey / Lucy Williams
Tel: +44 (0) 20 7469 0930
Vigo Consulting (Investor Relations)
Ben Simons / Peter Jacob
Tel: +44 (0)20 7390 0234
About East Star Resources Plc
East Star Resources is focused on the discovery and development of gold, rare earth, and copper deposits in Kazakhstan. With an initial nine licences covering 1,687 square kilometres in three mineral rich districts, East Star is undertaking an intensive exploration programme, applying modern geophysics and out-of-the-box geological concepts to discover minerals under cover and at depths not previously explored. The Company also intends to further expand its licence portfolio in Kazakhstan. East Star's management are based permanently on the ground, supported by local expertise, and joint ventures with the state mining company.
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LinkedIn: https://www.linkedin.com/company/east-star-resources/
Twitter: https://twitter.com/EastStar_PLC
Subscribe to our email alert service to be notified whenever East Star releases news:
www.eaststarplc.com/newsalerts
The person who arranged for the release of this announcement was Alex Walker, CEO of the Company.
Appendix - Notification of Dealing Forms
1. | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Alex Walker | ||||||
2. | Reason for 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 | East Star Resources PLC | ||||||
b) | LEI | 2138001Y6SMQC8DX2B40 | ||||||
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 instrumentIdentification Code | Ordinary shares of one pence each
ISIN: GB00BN92HZ16 | ||||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan. No consideration was paid for the grant of awards. | ||||||
c) | Price(s) and volume(s) | LTIP Award | ||||||
Price | Volume | |||||||
Nil cost award | 2,898,551 | |||||||
d) | Aggregated information
- Aggregated Volume
- Price | Awards granted over 2,898,551 shares in total
N/A | ||||||
e) | Date of the transaction | 28/02/2023 | ||||||
f) | Place of the transaction | Off-market transaction | ||||||
1. | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Sandy Barblett | ||||||
2. | Reason for 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 | East Star Resources PLC | ||||||
b) | LEI | 2138001Y6SMQC8DX2B40 | ||||||
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 instrumentIdentification Code | Ordinary shares of one pence each
ISIN: GB00BN92HZ16 | ||||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan. No consideration was paid for the grant of awards. | ||||||
c) | Price(s) and volume(s) | LTIP Award | ||||||
Price | Volume | |||||||
Nil cost award | 289,855 | |||||||
d) | Aggregated information
- Aggregated Volume
- Price | Awards granted over 289,855 shares in total
N/A | ||||||
e) | Date of the transaction | 28/02/2023 | ||||||
f) | Place of the transaction | Off-market transaction | ||||||
1. | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | David Minchin | ||||||
2. | Reason for 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 | East Star Resources PLC | ||||||
b) | LEI | 2138001Y6SMQC8DX2B40 | ||||||
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 instrumentIdentification Code | Ordinary shares of one pence each
ISIN: GB00BN92HZ16 | ||||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan. No consideration was paid for the grant of awards. | ||||||
c) | Price(s) and volume(s) | LTIP Award | ||||||
Price | Volume | |||||||
Nil cost award | 289,855 | |||||||
Aggregated information
- Aggregated Volume
- Price | Awards granted over 289,855 shares in total
N/A | |||||||
d) | Date of the transaction | 28/02/2023 | ||||||
e) | Place of the transaction | Off-market transaction | ||||||
1. | Details of the person discharging managerial responsibilities/person closely associated |
| |||||||
a) | Name | Anthony Eastman |
| ||||||
2. | Reason for 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 | East Star Resources PLC |
| ||||||
b) | LEI | 2138001Y6SMQC8DX2B40 |
| ||||||
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 instrumentIdentification Code | Ordinary shares of one pence each
ISIN: GB00BN92HZ16 |
| ||||||
b) | Nature of the transaction | Grant of awards over Ordinary Shares under the Company's Long Term Incentive Plan. No consideration was paid for the grant of awards. |
| ||||||
c) | Price(s) and volume(s) | LTIP Award | |||||||
Price | Volume |
| |||||||
Nil cost award | 289,855 |
| |||||||
| |||||||||
Aggregated information
- Aggregated Volume
- Price | Awards granted over 289,855 shares in total
N/A |
| |||||||
d) | Date of the transaction | 28/02/2023 |
| ||||||
e) | Place of the transaction | Off-market transaction |
| ||||||