15
March 2024
Bezant Resources
Plc
("Bezant" or the
"Company")
Grant of Options and
Directors / PDMRs Shareholdings
Bezant (AIM: BZT), the
copper-gold exploration and development company, announces
that, in aggregate, 447.5 million options over
ordinary shares of 0.002 pence each in the capital of the Company
("Ordinary Shares") have
been granted pursuant to the Executive Share Option Scheme approved
at the Company's Annual General Meeting ("AGM") held on 22 June
2018 (the "Options"). Of
the 447,500,000 Options, 170,000,000 have been awarded to directors
of the Company, 125,000,000 to non-director PDMRs as detailed
further below and the balance of 152,500,000, to other eligible
participants.
Summary of the Options awarded:
|
Total number of options:
|
A total of 447,500,000 Options have been
awarded.
|
|
Exercise prices & vesting criteria:
|
223,750,000 Options have an exercise
price of 0.06 pence per Ordinary Share and the balance of
223,750,000 Options have an exercise price of 0.08 pence per
Ordinary Share.
The last award of Options by the
Company was in November 2020 ("November 2020 Award"). Options awarded
to existing option holders will vest upon a material corporate
event as determined by the remuneration committee ("Corporate Event") but would include a
change of control, sale of a project, granting of a mining
licence at the Company's Hope and Gorob
project in Namibia, obtaining of financing for the proposed
mine at Hope and Gorob and similar events. The Options
awarded to persons who do not already have options and who did not
participate in the November 2020 Award have vested
immediately.
|
|
Purpose of options:
|
To incentivise and retain directors,
officers, consultants and employees critical to enhancing the
future market value of the Company at a significant premium of the
respective exercise prices relative to the share price and 30 day
VWAP.
|
|
30
day VWAP when Options approved:
|
The 30 day volume weighted average
share price ("VWAP") to 13 March 2024, being the latest practicable
date prior to the approval of the Options by the Company's
Remuneration Committee, was 0.024 pence per share.
|
|
Prevailing share price:
|
The Company's mid-market closing
share price on 13 March 2024, being the latest practicable date
prior to the approval of the Option awards, was 0.024
pence.
|
|
Exercise prices versus abovementioned VWAP and prevailing
share price:
|
|
Premium
to:
|
|
|
|
Prevailing
share price
|
30 day
VWAP
|
|
|
Exercise price of
0.06pence
|
150%
|
150%
|
|
|
Exercise price of 0.08
pence
|
233%
|
233%
|
|
|
Life of Options:
|
The options expire on 21 June 2028
being the date one day prior to the tenth anniversary of the
passing of the resolution at the Company's AGM held on 22 June 2018
to approve the Executive Share Option Scheme.
|
|
Exercise period:
|
The Options can be exercised any
time after vesting and prior to their scheduled expiry and must be
exercised within 6 months of an option holder leaving the Company
or within 12 months of the death of an option holder.
|
|
Options awarded to the Directors (No. of options in
millions)
|
|
|
Exercise
price vesting on Corporate Event
|
|
Director
|
0.06
pence
|
0.08
pence
|
|
|
Options
in millions
|
|
Colin Bird
|
40.0
|
40.0
|
|
Raju Samtani
|
12.5
|
12.5
|
|
Edward Patrick Slowey
|
22.5
|
22.5
|
|
Dr. Evan Kirby
|
10.0
|
10.0
|
|
Ronnie Siapno
|
-
|
-
|
|
Total Directors
|
85.0
|
85.0
|
|
|
Options awarded to PDMRs (No. of options in
millions)
|
|
|
Exercise
price
|
|
PDMR
|
0.06
pence
|
0.08
pence
|
|
|
Options
in millions
|
|
Michael Allardice
(awarded to Quantum Capital and
Consulting Ltd) - Vesting on Corporate Event
Martyn Churchouse (awarded to
Churchouse Consultancy Ltd) - vested
|
27.5
35.0
|
27.5
35.0
|
|
Total other PDMRs
|
62.5
|
62.5
|
|
|
|
|
|
|
|
|
|
| |
Following the vesting of the above
options the Company will have 727,500,000 options in issue and the
directors and PDMRs will hold the following options over Ordinary
Shares all of which expire 21 June 2028.
|
Options in Millions
|
Exercise
price
|
|
|
|
Directors
|
0.06
pence
|
0.08
pence
|
0.425
pence
|
0.565
pence
|
0.5
pence
|
1
pence
|
Total No.
of Options
|
|
|
Colin Bird
|
40.0**
|
40.0**
|
24.0
|
24.0
|
15.0
|
12.5
|
155.5
|
|
|
Raju Samtani
|
12.5**
|
12.5 **
|
20.0
|
20.0
|
-
|
-
|
65.0
|
|
|
Edward Patrick Slowey
|
22.5**
|
22.5**
|
20.0
|
20.0
|
-
|
-
|
85.0
|
|
|
Dr. Evan Kirby
|
10.0**
|
10.0**
|
5.0
|
5.0
|
7.5
|
5.0
|
42.5
|
|
|
Ronnie Siapno
|
-
|
-
|
10.0
|
10.0
|
5.0
|
2.5
|
27.5
|
|
|
Total Directors
|
85.0
|
85.0
|
79.0
|
79.0
|
27.5
|
20.0
|
375.5
|
|
|
Michael Allardice
|
27.5**
|
27.5**
|
15.0
|
15.0
|
7.5
|
5.0
|
97.5
|
|
|
Martyn Churchouse
|
35.0
|
35.0
|
-
|
-
|
-
|
-
|
70.0
|
|
|
Total Directors & PDMRs
|
147.5
|
147.5
|
94.0
|
94.0
|
35.0
|
25.0
|
543.0
|
|
|
|
|
|
|
|
|
|
|
| |
** Vest on Corporate
Event
The grant of the Options to Messrs.
Bird, Samtani, Slowey, Dr. Kirby and Michael Allardice's consulting
company Quantum Capital and Consulting Limited is a related party
transaction pursuant to Rule 13 of the AIM Rules for
Companies and the independent director, being Mr. Ronnie Siapno,
having consulted with the Company's Nominated Adviser, Beaumont
Cornish Limited, considers that taking into account the exercise
prices which are at significant premium to the current share price
and that the Options being issued to them are subject to vesting
conditions as detailed above in the Summary of the Options awarded
table, the issue of the Options to Messrs. Bird, Samtani, Slowey,
Dr. Kirby and Michael Allardice's consulting company Quantum
Capital and Consulting Limited to be fair and reasonable insofar as
the Company's shareholders are concerned.
For
further information, please contact:
|
Bezant Resources Plc
Colin Bird Executive
Chairman
|
|
|
Beaumont Cornish (Nominated
Adviser)
Roland Cornish / Asia Szusciak
|
+44 (0) 20 7628 3396
|
|
Novum Securities Limited (Joint
Broker)
Jon Belliss
|
+44
(0) 20 7399 9400
|
|
Shard Capital Partners LLP (Joint
Broker)
Damon Heath
|
+44 (0) 20 7186 9952
|
or visit http://www.bezantresources.com
The information contained within
this announcement is deemed by the Company to constitute inside
information as stipulated under the Market Abuse Regulations (EU)
No. 596/2014 as it forms part of UK Domestic Law pursuant to the
Market Abuse (Amendment) (EU Exit) regulations (SI
2019/310).
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's
Nominated Adviser and is authorised and regulated by the FCA.
Beaumont Cornish's responsibilities as the Company's Nominated
Adviser, including a responsibility to advise and guide the Company
on its responsibilities under the AIM Rules for Companies and AIM
Rules for Nominated Advisers, are owed solely to the London Stock
Exchange. Beaumont Cornish is not acting for and will not be
responsible to any other persons for providing protections afforded
to customers of Beaumont Cornish nor for advising them in relation
to the proposed arrangements described in this announcement or any
matter referred to in it.
PDMR Notification
Forms:
The notifications below are made in
accordance with the requirements of MAR.
|
1.
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
Colin Bird
|
|
2.
|
Reason for the Notification
|
|
a)
|
Position/status
|
Executive Chairman &
Director
|
|
b)
|
Initial
notification/amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
Bezant Resources PLC
|
|
b)
|
LEI
|
2138008K9GRXDUVYVK15
|
|
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
0.002 pence each
|
|
Identification code
|
ISIN: GB00B1CKQD97
TIDM: AIM:BZT
|
|
b)
|
Nature of the Transaction
|
Award of options
|
|
c)
|
Price(s) and volume(s)
|
|
Exercise Price(s)
|
No. of options
|
|
0.06p
|
40,000,000
|
|
0.08p
|
40,000,000
|
|
|
d)
|
Aggregated information
Aggregated volume
|
A total of 80,000,000
options
|
|
e)
|
Date of the transaction
|
14 March 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
|
1.
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
Raju Samtani
|
|
2.
|
Reason for the Notification
|
|
a)
|
Position/status
|
Finance Director
|
|
b)
|
Initial
notification/amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
Bezant Resources PLC
|
|
b)
|
LEI
|
2138008K9GRXDUVYVK15
|
|
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
0.002 pence each
|
|
Identification code
|
ISIN: GB00B1CKQD97
TIDM: AIM:BZT
|
|
b)
|
Nature of the Transaction
|
Award of options
|
|
c)
|
Price(s) and volume(s)
|
|
Exercise Price(s)
|
No. of options
|
|
0.06p
|
12,500,000
|
|
0.08p
|
12,500,000
|
|
|
d)
|
Aggregated information
Aggregated volume
|
A total of 25,000,000
options
|
|
e)
|
Date of the transaction
|
14 March 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
|
1.
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
Edward Patrick Slowey
|
|
2.
|
Reason for the Notification
|
|
a)
|
Position/status
|
Technical Director
|
|
b)
|
Initial
notification/amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
Bezant Resources PLC
|
|
b)
|
LEI
|
2138008K9GRXDUVYVK15
|
|
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
0.002 pence each
|
|
Identification code
|
ISIN: GB00B1CKQD97
TIDM: AIM:BZT
|
|
b)
|
Nature of the Transaction
|
Award of options
|
|
c)
|
Price(s) and volume(s)
|
|
Exercise Price(s)
|
No. of options
|
|
0.06p
|
22,500,000
|
|
0.08p
|
22,500,000
|
|
|
d)
|
Aggregated information
Aggregated volume
|
A total of 45,000,000
options
|
|
e)
|
Date of the transaction
|
14 March 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
|
1.
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
Dr. Evan Kirby
|
|
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
|
Bezant Resources PLC
|
|
b)
|
LEI
|
2138008K9GRXDUVYVK15
|
|
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
0.002 pence each
|
|
Identification code
|
ISIN: GB00B1CKQD97
TIDM: AIM:BZT
|
|
b)
|
Nature of the Transaction
|
Award of options
|
|
c)
|
Price(s) and volume(s)
|
|
Exercise Price(s)
|
No. of options
|
|
0.06p
|
10,000,000
|
|
0.08p
|
10,000,000
|
|
|
d)
|
Aggregated information
Aggregated volume
|
A total of 20,000,000
options
|
|
e)
|
Date of the transaction
|
14 March 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
|
1.
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
Michael Graham Allardice / Quantum
Capital and Consulting Limited
|
|
2.
|
Reason for the Notification
|
|
a)
|
Position/status
|
Group Company Secretary / Consulting
company of Michael Graham Allardice
|
|
b)
|
Initial
notification/amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
Bezant Resources PLC
|
|
b)
|
LEI
|
2138008K9GRXDUVYVK15
|
|
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
0.002 pence each
|
|
Identification code
|
ISIN: GB00B1CKQD97
TIDM: AIM:BZT
|
|
b)
|
Nature of the Transaction
|
Award of options
|
|
c)
|
Price(s) and volume(s)
|
|
Exercise Price(s)
|
No. of options
|
|
0.06p
|
27,500,000
|
|
0.08p
|
27,500,000
|
|
|
d)
|
Aggregated information
Aggregated volume
|
A total of 55,000,000
options
|
|
e)
|
Date of the transaction
|
14 March 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
|
1.
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
Martyn John Churchouse / M
Churchouse Consultancy Limited
|
|
2.
|
Reason for the Notification
|
|
a)
|
Position/status
|
Geological Consultant / Consulting
company of Martyn John Churchouse
|
|
b)
|
Initial
notification/amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
Bezant Resources PLC
|
|
b)
|
LEI
|
2138008K9GRXDUVYVK15
|
|
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
0.002 pence each
|
|
Identification code
|
ISIN: GB00B1CKQD97
TIDM: AIM:BZT
|
|
b)
|
Nature of the Transaction
|
Award of options
|
|
c)
|
Price(s) and volume(s)
|
|
Exercise Price(s)
|
No. of options
|
|
0.06p
|
35,000,000
|
|
0.08p
|
35,000,000
|
|
|
d)
|
Aggregated information
Aggregated volume
|
A total of 70,000,000
options
|
|
e)
|
Date of the transaction
|
14 March 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|