Equity and options issue, Directors' dealings, TVR

RNS Number : 0023A

Ariana Resources PLC

21 December 2017

 

21 December 2017

AIM: AAU

ISSUE OF EQUITY and OPTIONS

DIRECTORS' DEALINGS

TOTAL VOTING RIGHTS

Ariana Resources plc ("Ariana" or the "Company"), the exploration and development company operating in Turkey, announces that on 18 December 2017, the Board of Directors, on the recommendation of the Remuneration Committee, approved the issue of shares to the Directors in accordance with the Company's bonus policy together with the award of options both to Directors and certain members of staff.

Directors' Bonus Shares

A bonus is being awarded to the Directors in recognition of their dedication and commitment, over many years, towards achieving commercial production from the Kiziltepe Mine.  This bonus is being split amongst the four Directors in proportion to their fees, and is being paid as one third in cash and two thirds in new ordinary shares ("Bonus Shares") at the issue price of 1.25 pence per share, such price being fixed by reference to the 30 day VWAP as at the date of the Remuneration Committee.  A total of 8,040,000 Bonus Shares are being issued representing 0.76% of the Company's existing issued share capital ("ISC").

Grant of Share Options

64,000,000 new 5 year options (6.08% of the ISC) vesting from 1 January 2018 over three years at 1.55 pence per share - such price being based on an approximately 25% premium to VWAP after consideration by the Remuneration Committee are being granted:  44,000,000 options (4.18% of the ISC) to Directors, and 20,000,000 new options (1.90% of the ISC) to other employees ("New Scheme"). 

Further to the issue of the Bonus Shares and options under the New Scheme, Directors' holdings are as follows:

Name	Number of Bonus Shares awarded	Number of options granted	Total shareholding	% of issued share capital	% of enlarged share capital
Kerim Sener	3,752,000	19,000,000	18,104,252	1.72%	1.71%
Michael de Villiers	2,680,000	17,000,000	36,680,000	3.49%	3.46%
William Payne	804,000	4,000,000	7,894,314	0.75%	0.74%
Chris Sangster	804,000	4,000,000	2.648,292	0.25%	0.25%

Application is being made for the 8,040,000 Bonus Shares, which will rank pari passu with all existing ordinary shares in the Company, to be admitted to trading on AIM ("Admission").  Admission is expected on or around 29 December 2017.

Total Voting Rights

At Admission, the Company's issued share capital will consist of ordinary shares with a nominal value of 0.1 pence each, with voting rights ("Ordinary Shares").  The Company does not hold any Ordinary Shares in Treasury. Therefore, the total number of Ordinary Shares in the Company with voting rights will be 1,059,677,937.

Market Abuse Regulation

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No 596/2014 ("MAR").

Contacts:

Ariana Resources plc	Tel: [phone]
Michael de Villiers, Chairman
Kerim Sener, Managing Director
Beaumont Cornish Limited	Tel: [phone]
Roland Cornish / Felicity Geidt
Beaufort Securities Limited	Tel: [phone]
Jon Belliss
Panmure Gordon (UK) Limited	Tel: [phone]
Adam James / Tom Salvesen

The notifications below, made in accordance with the requirements of the EU Market Abuse Regulation, provides further detail in respect of (a) the Directors being awarded Bonus Shares and (b) the Directors being granted options under the New Scheme as described above

(a)

1	Details  of  the  person  discharging  managerial  responsibilities  /  person  closely associated
a)	Name	Kerim Sener Michael deVilliers William Payne  Chris Sangster
2	Reason for notification
a)	Position / status	Director Director Director Director
b)	Initial notification /Amendment	Initial
3	Details of the issuer,  emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Ariana Resources plc
b)	LEI	213800LVVY7GZY21LH22
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 Identification code	Ordinary shares of 0.1 pence each in Ariana Resources plc ISIN GB00B085SD50
	Nature of the transaction	Award of new ordinary shares as described above pursuant to Bonus
c)	Price(s) and volumes(s)	Price(s) Volumes(s) 1.25 pence 3,752,000 1.25 pence 2,680,000 1.25 pence 804,000 1.25 pence 804,000
d)	Aggregated information	n/a
e)	Date of the transaction	20 December 2017
f)	Place of the transaction	London Stock Exchange, AIM (XLON)

(b)

1	Details  of  the  person  discharging  managerial  responsibilities  /  person  closely associated
a)	Name	Kerim Sener Michael deVilliers William Payne  Chris Sangster
2	Reason for notification
a)	Position / status	Director Director Director Director
b)	Initial notification /Amendment	Initial
3	Details of the issuer,  emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Ariana Resources plc
b)	LEI	213800LVVY7GZY21LH22
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 Identification code	Options over Ordinary shares of 0.1 pence each in Ariana Resources plc ISIN GB00B085SD50
	Nature of the transaction	Grant of options as described above under the New Scheme
c)	Price(s) and volumes(s)	Price(s) Volumes(s) 1.55 pence 19,000,000 1.55 pence 17,000,000 1.55 pence 4,000,000 1.55 pence 4,000,000
d)	Aggregated information	n/a
e)	Date of the transaction	20 December 2017
f)	Place of the transaction	London Stock Exchange, AIM (XLON)

 

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