Last checked at 20 Aug 2020 07:00
Oriole Resources PLC
('Oriole Resources' or 'the Company' or 'the Group')
Issue of Share OptionsandDirectors Dealings
Oriole Resources PLC (AIM: ORR), the AIM-quoted exploration company focussed on West Africa, announces an update on the Directors' share option remuneration plan (the 'Plan'), enacted to maximise funds available for exploration (announcements dated 14 November 2019 and 2 March 2020).
Share options over 39,884,912 0.1p Ordinary Shares in the Company ('the Options') have now been granted to the Company's Directors in lieu of four months' salary that was accrued between 1 November 2019 and 29 February 2020. The Options have an exercise price of 0.1 pence. The Options, being an award in lieu of salary, are not subject to performance conditions and will expire after ten years. In aggregate this award of Options is equivalent to 4.38% of the current issued share capital of the Company.
Oriole Chairman John McGloin, said: "Back in 2019, when the Board decided to implement a policy of foregoing salary in lieu of share options, in order to conserve cash for the exploration needs of the Company, the spectre of COVID-19 had yet to bring the world into lockdown. This cash saving measure now looks all the more important in light of the global pandemic and economic turbulence suffered in 2020. The investment of four months' accrued salary into equity in the Company shows the confidence of the Board in the future of the Group, and we look forward to delivering on our extensive exploration plans during the latter half of 2020."
Further Details
Under the terms of the Plan, for a four-month period commencing 1 November 2019, the Directors elected to forego contractual salary payments in exchange for Options. The quantity of Options to be issued was to be determined on a monthly basis by reference to the 30-day VWAP at the end of each month, less the exercise price of the Options, to give an intrinsic value that is equal to the salary payments foregone.
As previously announced, the issue of the Options in lieu of salary was subject to approval by the Board, the approval of the proposed Option recipient, having the requisite shareholder authority (which was obtained at the Annual General Meeting held on 26 May 2020) and subject to any regulatory constraints.
The Board is pleased to announce that all conditions for issuance have now been satisfied and that the Options, which have an exercise price of 0.1 pence (being the nominal value of an Ordinary Share), have been issued to the following Directors:
New options issued | Total unexercised options held following issue | No. of Ordinary Shares held | Ordinary Shares held as % of issued shares | |
Tim Livesey | 17,979,940 | 29,979,940 | 6,315,369 | 0.69 |
Bob Smeeton | 14,383,952 | 22,383,952 | 3,572,327 | 0.39 |
John McGloin | 4,230,574 | 4,230,574 | - | - |
David Pelham | 3,290,446 | 3,290,446 | 948,105 | 0.10 |
The Options, being an award in lieu of salary, are not subject to performance conditions and will expire after 10 years. In aggregate this award of Options is equivalent to 4.38% of the current issued share capital of the Company.
Following the awards, the Company has 70,342,912 options and 48,469,987 warrants in issue, representing 13.03% of the issued Ordinary Share Capital.
Further details on the exercise are included in the notification below, made in accordance with the requirements of the EU Market Abuse Regulations.
** ENDS **
For further information please visit www.orioleresources.com, @OrioleResources on Twitter, or contact:
Oriole Resources PLC Bob Smeeton / Tim Livesey / Claire Bay
| Tel: +44 (0)20 7830 9650 |
Blytheweigh (IR/PR contact) Tim Blythe / Megan Ray / Rachael Brooks
| Tel: +44 (0)20 7138 3204 |
Grant Thornton UK LLP Samantha Harrison / Niall McDonald
| Tel: +44 (0)20 7383 5100 |
Shard Capital Partners LLP Damon Heath / Erik Woolgar / Isabella Pierre
| Tel: +44 (0)20 186 9900 |
Notes to Editors:
Oriole Resources PLC is an AIM-listed exploration company, operating in West Africa. It is focused on early-stage exploration in Cameroon (Bibemi and Wapouzé projects) and the more advanced Senala gold project in Senegal, where IAMGOLD has the option to spend US$8m to earn a 70% interest. Year 2 commitments have been met at all three projects. The Company has several interests and royalties in companies operating throughout Africa and Turkey that could deliver future cash flow, and it continues to assess new opportunities in both regions.
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
|
Tim Livesey | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Chief Executive Office | |||
b)
| Initial notification /Amendment
| Initial notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Oriole Resources PLC | |||
b)
| LEI
| 213800X32GJR5AGAR511 | |||
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 | Options over ordinary shares of 0.1 pence each in the capital of the Company
| |||
Identification code | Ordinary share ISIN: GB00B0T29327 | ||||
b)
| Nature of the transaction
| Grant of options over ordinary shares in the capital of the Company under the Company's EMI option scheme with an exercise price of 0.1p each | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
0 | 17,979,940 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | n/a | ||||
- Price | |||||
e)
| Date of the transaction
| 19 August 2020 | |||
f)
| Place of the transaction
| Outside a trading venue | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
|
Robert Smeeton | |||
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
| Oriole Resources PLC | |||
b)
| LEI
| 213800X32GJR5AGAR511 | |||
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 | Options over ordinary shares of 0.1 pence each in the capital of the Company
| |||
Identification code | Ordinary share ISIN: GB00B0T29327 | ||||
b)
| Nature of the transaction
| Grant of options over ordinary shares in the capital of the Company under the Company's EMI option scheme with an exercise price of 0.1p each | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
0 | 14,383,952 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | n/a | ||||
- Price | |||||
e)
| Date of the transaction
| 19 August 2020 | |||
f)
| Place of the transaction
| Outside a trading venue | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
|
John McGloin | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Chairman | |||
b)
| Initial notification /Amendment
| Initial notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Oriole Resources PLC | |||
b)
| LEI
| 213800X32GJR5AGAR511 | |||
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 | Options over ordinary shares of 0.1 pence each in the capital of the Company
| |||
Identification code | Ordinary share ISIN: GB00B0T29327 | ||||
b)
| Nature of the transaction
| Grant of options over ordinary shares in the capital of the Company under the Company's EMI option scheme with an exercise price of 0.1p each | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
0 | 4,230,574 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | n/a | ||||
- Price | |||||
e)
| Date of the transaction
| 19 August 2020 | |||
f)
| Place of the transaction
| Outside a trading venue | |||
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
a)
| Name
|
David Pelham | |||
2
| Reason for the notification
| ||||
a)
| Position/status
| Non-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
| Oriole Resources PLC | |||
b)
| LEI
| 213800X32GJR5AGAR511 | |||
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 | Options over ordinary shares of 0.1 pence each in the capital of the Company
| |||
Identification code | Ordinary share ISIN: GB00B0T29327 | ||||
b)
| Nature of the transaction
| Grant of options over ordinary shares in the capital of the Company under the Company's EMI option scheme with an exercise price of 0.1p each | |||
c)
| Price(s) and volume(s) | ||||
Price(s) | Volume(s) | ||||
0 | 3,290,446 | ||||
d)
| Aggregated information | ||||
- Aggregated volume | n/a | ||||
- Price | |||||
e)
| Date of the transaction
| 19 August 2020 | |||
f)
| Place of the transaction
| Outside a trading venue | |||