Oriole Resources
PLC
('Oriole' or 'the Company' or 'the Group')
Issue of Share
Options
and
Notification of Directors
Dealings
Oriole Resources (AIM: ORR), the
AIM-quoted exploration company focussed on West and Central Africa,
provides details of Share Options issued to the Company's Directors
and to members of the management team.
Oriole Resources Remuneration Committee
Chairman, David
Pelham, said: "Oriole's
Remuneration Committee is pleased to announce the award of new
share options to the Company's Board of Directors and senior
staff.
"Besides the regular share options
periodically awarded to management for sustained hard work in the
interests of the Company, an additional award has been made to the
Board to recognise the substantial extra workload involved in
identifying, developing and finalising the transformational
investment deal with BCM International Ltd. This deal has
enabled US$8 million of direct investment into the Bibemi and Mbe
gold projects in Cameroon, as well as signature bonuses amounting
to US$1.5 million paid directly to Oriole. The successful
execution of this deal is particularly gratifying, given the
extremely difficult financing conditions for junior exploration
companies over the past few years.
"Whilst a cash bonus would be the
normal award, the individuals concerned agreed to conserve cash in
the Company and take options in lieu, which continues to reflect
their belief in the Company and its underlying asset base. An
initial share option package has also been awarded to Martin Rosser
as the Company's new CEO, effective from 1 May 2024."
Issue of Share Options
The Company has granted options to
the Company's Director and to certain members of staff. The Company
is making these awards in order to compensate the team for its
dedication, hard work, and success in delivering the earn-in
agreements with BCM International Limited (announcements dated 20 November 2023, 5 January 2024 and 19
January 2024) and as an incentive for the ongoing success of the
Company.
The awards to the Executive
Directors have been determined by the Remuneration Committee,
whereas the award to the members of the Remuneration Committee and
other employees have been determined by the Executive
Directors.
In aggregate, the Company will issue
166,700,000 options ('the Options') at an exercise price of 0.33
pence per Ordinary Share of the Company ('Ordinary Shares'), being
the 30-day Volume Weighted Average Price of the Company's shares as
at close of business on 12 November 2024 and representing a 14%
premium to the closing price on that day, utilising the Company's
existing shareholder authority.
These options will vest in the
following tranches:
|
Vesting Date
|
Number of
options
|
|
Immediately
|
64,700,000
|
|
1 January 2025
|
34,000,000
|
|
1 January 2026
|
34,000,000
|
|
1 January 2027
|
34,000,000
|
The Options are not subject to
performance conditions and will expire after ten years. In
aggregate, this award of Options is equivalent to 4.28% of the
current issued share capital of the Company.
The awards include 137,000,000
options in respect of awards to Directors as set out
below:
|
|
Total new
options issued
|
Total
unexercised options
|
Total
unexercised warrants
|
No. of
ordinary shares held
|
Ordinary
shares held as a % of issued shares
|
|
Eileen Carr
|
38,000,000
|
62,300,000
|
1,611,111
|
168,172,969
|
4.32%
|
|
Martin Rosser
|
30,000,000
|
30,000,000
|
-
|
3,000,000
|
0.08%
|
|
David Pelham
|
15,000,000
|
40,490,446
|
-
|
6,681,075
|
0.17%
|
|
Claire Bay
|
27,000,000
|
74,530,000
|
-
|
11,406,568
|
0.29%
|
|
Bob Smeeton
|
27,000,000
|
91,383,952
|
3,166,666
|
35,936,378
|
0.92%
|
Additionally, an award of shadow share
options under the Company's Cameroonian incentive scheme will be
made in respect of the Cameroonian employees who have worked hard
to deliver successful exploration on the Company's projects in
Cameroon.
Further information on these
dealings is included in the PDMR dealing notifications
below.
** ENDS **
The information contained within
this announcement is deemed to constitute inside information as
stipulated under the retained EU law version of the Market Abuse
Regulation (EU) No. 596/2014 (the "UK MAR") which is part
of UK law by virtue of the European
Union (Withdrawal) Act 2018. The information is disclosed in
accordance with the Company's obligations under Article 17 of
the UK MAR. Upon the publication of this announcement,
this inside information is now considered to be in the public
domain.
For further information please
visit www.orioleresources.com,
@OrioleResources on Twitter,
or contact:
|
Oriole Resources PLC
Martin Rosser
|
Tel: +44 (0)23 8065 1649
|
|
BlytheRay (IR/PR contact)
Tim Blythe / Megan Ray
|
Tel: +44 (0)20 7138 3204
|
|
Grant Thornton UK LLP
Samantha Harrison / Ciara Donnelly /
Elliot Peters
|
Tel: +44 (0)20 7383 5100
|
|
SP
Angel Corporate Finance LLP
Ewan Leggat
|
Tel: +44 (0)20 3470 0470
|
Notes to Editors:
Oriole Resources PLC is an
AIM-quoted gold exploration company, with projects in Central
and West Africa. It is focussed on early-stage
exploration in Cameroon, where the Company has reported a
Resource of 375,000 oz gold at 2.30g/t in the JORC Inferred
category at its 82.21% owned Bibemi project and has
identified multi-kilometre gold and lithium anomalies within the
district-scale Central Licence Package project. BCM
International is currently earning up to a 50% interest in the
Bibemi and Mbe projects in return for a combined investment
of US$1.5 million in signature payments, up to US$8
million in exploration expenditure, as well as JORC
resource-based success payments.
At the Senala gold project
in Senegal, AGEM Senegal Exploration Suarl ('AGEM'), a
wholly-owned subsidiary of Managem Group, has recently
completed a six-year earn-in to acquire an estimated 59% beneficial
interest in the Senala Exploration Licence by spending US$5.8
million. A review of expenditure and discussions on the
formation of a joint-venture company are currently underway. The
Company also has several interests and royalties in companies
operating in East Africa and Turkey that could
deliver future cash flow.
__________________
[1] Oriole
is currently undertaking a restructuring process that, once
completed, will see it hold a 90% interest in Bibemi (announcement
dated 17 October 2024).
Annex
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
|
Eileen Carr
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
Chair
|
|
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
|
Ordinary shares of 0.1 pence each in the capital
of the Company
|
|
|
|
|
Identification code
|
Ordinary share ISIN: GB00B0T29327
|
|
|
|
|
b)
|
Nature of the transaction
|
Issue of share options
|
|
c)
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Price(s)
|
Volume(s)
|
|
|
|
|
0.33
|
38,000,000
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information
|
|
|
|
|
|
- Aggregated volume
|
|
|
|
|
|
- Price
|
|
|
|
|
|
e)
|
Date of the transaction
|
12th November 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
|
1
|
Details of the
person discharging managerial responsibilities / person closely
associated
|
|
a)
|
Name
|
Martin Rosser
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
CEO
|
|
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
|
Ordinary shares of 0.1 pence each in the capital
of the Company
|
|
|
|
|
Identification code
|
Ordinary share ISIN: GB00B0T29327
|
|
|
|
|
b)
|
Nature of the transaction
|
Issue of share options
|
|
c)
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Price(s)
|
Volume(s)
|
|
|
|
|
0.33
|
30,000,000
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information
|
|
|
|
|
|
- Aggregated volume
|
|
|
|
|
|
- Price
|
|
|
|
|
|
e)
|
Date of the transaction
|
12 November 2024
|
|
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
|
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
|
Ordinary shares of 0.1 pence each in the capital
of the Company
|
|
|
|
|
Identification code
|
Ordinary share ISIN: GB00B0T29327
|
|
|
|
|
b)
|
Nature of the transaction
|
Issue of share options
|
|
c)
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Price(s)
|
Volume(s)
|
|
|
|
|
0.33
|
15,000,000
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information
|
|
|
|
|
|
- Aggregated volume
|
|
|
|
|
|
- Price
|
|
|
|
|
|
e)
|
Date of the transaction
|
12 November 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
|
1
|
Details of the
person discharging managerial responsibilities / person closely
associated
|
|
a)
|
Name
|
Claire Bay
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
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
|
Ordinary shares of 0.1 pence each in the capital
of the Company
|
|
|
|
|
Identification code
|
Ordinary share ISIN: GB00B0T29327
|
|
|
|
|
b)
|
Nature of the transaction
|
Issue of share options
|
|
c)
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Price(s)
|
Volume(s)
|
|
|
|
|
0.33
|
27,000,000
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information
|
|
|
|
|
|
- Aggregated volume
|
|
|
|
|
|
- Price
|
|
|
|
|
|
e)
|
Date of the transaction
|
12 November 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
|
1
|
Details of the
person discharging managerial responsibilities / person closely
associated
|
|
a)
|
Name
|
Bob Smeeton
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
CFO
|
|
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
|
Ordinary shares of 0.1 pence each in the
capital of the Company
|
|
|
|
|
Identification code
|
Ordinary share ISIN: GB00B0T29327
|
|
|
|
|
b)
|
Nature of the transaction
|
Issue of share
|
|
c)
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Price(s)
|
Volume(s)
|
|
|
|
|
0.33
|
27,000,000
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information
|
|
|
|
|
|
- Aggregated volume
|
|
|
|
|
|
- Price
|
|
|
|
|
|
e)
|
Date of the transaction
|
12 November 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
