Last checked at 13 Apr 2021 07:00
Red Rock Resources Plc
("Red Rock" or the "Company")
Issue of Shares under Share Incentive Plan and Directors' Dealings
12 April 2021
Red Rock Resources Plc, the natural resource investment and development company, announces that on 9 April 2021 the Board of Directors approved the issuance of 15,568,254 ordinary shares in the Company ("Shares") under the Company's Share Incentive Plan ("SIP") for the 2020/21 tax year as agreed in the Trustees meeting held on 1 April 2021.
Under the terms of the SIP, once employees have satisfactorily completed their probationary period, they may sign up to both the Free Share Agreement and Partnership Share Agreement, however, they may only begin active participation in the Partnership Agreement at the beginning of the tax year.
Free Share Agreement - Free Share Award
Under the Free Share Agreement, employees may be awarded up to £3,600 worth of Ordinary Shares in the Company in any one tax year. Ordinary Shares to the value of £3,600 per existing employee have been awarded in respect of the 2020/21 tax year, representing a total of 1,800,000 Ordinary Shares, with reference to the mid-market closing price of £0.01000 as of 31 March 2021.
Partnership Share Agreement - Share Award
In addition, employees may purchase by monthly contribution up to £1,800 (or up to a maximum of 10% of their salary, whichever is the lower) worth of Shares (the "Partnership Shares") in any one tax year. The Company will match these shares on a 2:1 basis (the "Matching Shares"). The Partnership and the Matching Shares are awarded with reference to the lower of the mid-market closing price at the beginning or at the end of the accumulation period.
Therefore, 4,589,418 Partnership Shares and 9,178,836 Matching Shares (being 13,768,254 Shares in aggregate) have been awarded with reference to the mid-market closing price of £0.00155 as at 1 April 2020, which is the beginning of the accumulation period for the 2020/21 tax year.
The Directors have participated in the Partnership Share award and the above numbers include such participation, further details of which are set out below.
All shares awarded under the Free Share Agreement and Partnership Share Agreement will be held by the SIP Trustees and such shares cannot be released to participants until five years after the date of the award, except in specific circumstances.
Directors' Participation
In respect of the 2020/21 tax year, all Directors were eligible to participate in the Free, Partnership and Matching Share schemes. These shares awarded to Directors have been included in the table below, which sets out the total shareholding and interests of the Directors in the enlarged share capital of the Company:
Director | New Shares | Shares post-issuance - Direct | Shares post-issuance - Indirect* | Total Shares | % of Enlarged Issued Share Capital | Options |
Andrew Bell | 3,843,870 | 31,238,520 | 15,396,487 | 46,635,007 | 3.93% | 28,760,000 |
Scott Kaintz | 3,843,870 | 2,517,807 | 15,396,487 | 17,914,294 | 1.51% | 20,180,000 |
Sam Quinn | 3,816,000 | 2,206,766 | 13,421,944 | 15,628,710 | 1.32% | 3,900,000 |
*these Shares are being held indirectly via Red Rock Resources Plc Share Incentive Plan Trustees
Admission to trading on AIM and Total Voting Rights
Application is being made to AIM for 15,568,254 new Ordinary Shares allotted in relation to the SIP for 2020/21 tax year to be admitted to trading on AIM. Admission of the 15,568,254 new Ordinary Shares is expected on or around 16 April 2021.
Following the issue of the 15,568,254 new Ordinary Shares, the issued share capital of the Company consists of 1,185,948,998 ordinary shares of £0.0001 each with voting rights. No Ordinary Shares are held in Treasury.
The above figure of 1,185,948,998 may be used by shareholders 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 the Company under the Disclosure and Transparency Rules.
For Further Information Contact:
Andrew Bell 0207 747 9990 Chairman Red Rock Resources Plc
Scott Kaintz 0207 747 9990 Executive Director Red Rock Resources Plc
Roland Cornish/Rosalind Hill Abrahams 0207 628 3396 NOMAD Beaumont Cornish Limited
Mark Treharne 0203 700 2500 Broker Pello Capital Limited
The following disclosure is made in accordance with Article 19 of the EU Market Abuse Regulation 596/2014.
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||||||||||||||||
a)
| Name
| 1. Andrew R M Bell 2. Scott Kaintz 3. Sam Quinn 4. Rasa Vaitkute | |||||||||||||||||
2
| Reason for the notification
| ||||||||||||||||||
a)
| Position/status
| 1. Executive Chairman 2. Executive Director 3. Non-Executive Director 4. Corporate Affairs Manager | |||||||||||||||||
b)
| Initial notification /Amendment
| Initial Notification | |||||||||||||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||||||||||||||||
a)
| Name
| Red Rock Resources Plc | |||||||||||||||||
b)
| LEI
| 213800383CFWX3U42W09 | |||||||||||||||||
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 £0.0001 each | |||||||||||||||||
Identification code | ISIN: GB00BYWKBV38 | ||||||||||||||||||
b)
| Nature of the transaction
| Issue of Shares under Share Incentive Plan | |||||||||||||||||
c)
| Price(s) and volume(s) |
| |||||||||||||||||
d)
| Aggregated information | ||||||||||||||||||
|
Andrew Bell: | ||||||||||||||||||
- Aggregated volume | 3,843,870 | ||||||||||||||||||
- Price
| £0.005775
| ||||||||||||||||||
- Aggregated volume - Price
| Scott Kaintz: 3,843,870 £0.005775
| ||||||||||||||||||
- Aggregated volume - Price
| Sam Quinn: 3,816,000 £0.005775
| ||||||||||||||||||
e)
| Date of the transaction
| 12 April 2021 | |||||||||||||||||
f)
| Place of the transaction
| Outside a trading venue | |||||||||||||||||