16 Sep 2016 09:28
Regency Mines Plc
Review of Remuneration Structure
Issue of Options and Directors' Shareholdings
16 September 2016
Regency Mines Plc ("Regency" or the "Company"), announces the creation of an option pool and the allocation of director share options.
Highlights
· Review of cost and remuneration structure
· Creation of an option pool of 30,000,000 options available for grant to directors, future directors, key staff and consultants
· Allocation of director share options to current directors
Regency Chairman Andrew Bell commented: "We have reviewed our remuneration arrangements with a view to ensuring that as the Company grows it retains the current leaner cost structure it developed in recessionary times. Remuneration adjustments through grant of options rather than salary will both save the Company cash and tie pay to share price performance.
The board now has an improved environment in which to operate, and a chance to deliver material returns for shareholders. We should, starting from this low base, have high aspirations.
With the new option pool we will also be able to offer appropriate incentives to any incoming directors and staff, and align management incentives to future share price performance.
The options are exercisable at twice the recent placing price, and vest once the 30 day volume-weighted average price of the Company's shares exceeds 1.2p, or three times the recent placing price.
The options will enable us to retain our low remuneration base while rewarding performance."
Further details
The Company announces the immediate issue of options to the following directors:
Tranche 1 | Tranche 2 | Tranche 3 | Tranche 4 | |
Andrew Bell | 2,600,000 | 2,600,000 | 2,600,000 | 2,600,000 |
Scott Kaintz | 2,400,000 | 2,400,000 | 2,400,000 | 2,400,000 |
Vesting: | Immediate | After 6 months | After 12 months | After 18 months |
All options have a life of six years from 9th September 2016 (the "Date") and an exercise price of 0.8p. The grants were made under an EMI (Enterprise Management Incentive) scheme ("EMI Grants").
The vesting in respect of tranches not yet vested will be accelerated, though the performance condition will be retained, in a takeover event.
The resultant total directors' shareholdings are as follows:
Directors | Shares* | % of Current Issued Share Capital | Options |
Andrew R M Bell | 5,838,025 | 1.84% | 13,360,000 |
Edmund Bugnosen | 2,644,710 | 0.83% | 560,000 |
Scott C Kaintz | 2,709,262 | 0.85% | 12,420,000 |
*Mr A Bell and Mr S Kaintz are each beneficiaries of 2,688,210 shares held on their behalf by the Share Incentive Plan Trustees whilst Mr E Bugnosen is a beneficiary of 2,634,710 shares held on his behalf by the Share Incentive Plan Trustees. In addition, Mr A Bell holds 847,380 shares in the account of Brewin 1762 Nominees Limited and 2,302,435 shares in the account of Rock (Nominees) Limited, and Mr. Kaintz holds 21,052 in the account of HSBC Client Holdings Nominee UK Ltd.
The closing price of Regency shares on 15th September 2016 was 0.475 pence.
The issue of the Options to the directors is a related party transaction under the AIM Rules. Accordingly, the non-executive director, Mr Edmund Bugnosen, considers, having consulted with the Company's Nominated Adviser, that the terms of the Options are fair and reasonable insofar as its shareholders are concerned.
For further information contact:
Andrew Bell 0207 747 9960 Chairman Regency Mines Plc
Scott Kaintz 0207 747 9960 Executive Director Regency Mines Plc
Roland Cornish/Rosalind Hill Abrahams 0207 628 3396 NOMAD Beaumont Cornish Limited
Jason Robertson 0129 351 7744 Broker Dowgate Capital Stockbrokers Ltd.