Kenmare Resources plc : Form 8.1(a) & (b)(i)

Ap9

APPENDIX 3 DISCLOSURE FORMS

FORM8.1(a)&(b)(i)

IRISH TAKEOVER PANEL

DISCLOSURE UNDER RULE 8.1(a) AND (b)(i) OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2013

DEALINGS BY OFFERORS, OFFEREES OR PARTIES ACTING IN CONCERT WITH THEM FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS

1. KEYINFORMATION

Name of person dealing (Note 1)	Michael Carvill
Company dealt in	Kenmare Resources plc
Class of relevant security to which the dealings being disclosed relate (Note 2)	Performance share award in the form of options over ordinary shares of €0.06 each
Dateofdealing	21 October 2014

2. INTERESTS AND SHORT POSITIONS
    
3. Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)

	Long			Short
	Number		(%)	Number		(%)
(1) Relevant securities	3,285,963 (47.8%) *
(2)Derivatives(otherthanoptions)
(3) Options and agreements to purchase/sell
Total	3,285,963 (47.8%) *

1. Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)

Class of relevant security:	Long			Short
	Number		(%)	Number		(%)
(1) Relevant securities	4,902,030 ordinary shares (0.18%) 19,358,000 options (14%)
(2)Derivatives(otherthanoptions)
(3) Options and agreements to purchase/sell
Total	24,260,030 (0.8%)

Ap10

3. DEALINGS (Note 4)
    
4. Purchases and sales

Purchase/sale	Number of relevant securities	Price per unit (Note 5)
N/A

1. Derivatives transactions (other than options transactions)

Product name, e.g.CFD	Nature of transaction (Note 6)	Number of relevant securities (Note 7)	Price per unit (Note 5)
N/A

1. Options transactions in respect of existing relevant securities

1. Writing, selling, purchasing or varying

Productname, e.g.calloption	Writing,selling,purchasing,varying etc.	Numberofsecuritiestowhichtheoptionrelates (Note 7)	Exerciseprice	Type,e.g.American,European etc.	Expirydate	Optionmoneypaid/receivedper unit (Note 5)
N/A

1. Exercising

Product name, e.g.calloption	Number of securities	Exercise price per unit (Note 5)
N/A

1. Other dealings (including transactions in respect of new securities) (Note 4)

Natureoftransaction (Note 8)	Details	Priceperunit (if applicable) (Note 5)
Grant of initial KIP award in the form of performance share award under the Kenmare Incentive Plan	Grant of options over 3,285,963 ordinary shares   This Initial KIP Award was specifically approved by shareholders at the Company's Annual General Meeting on 28 May 2014 (Resolution 8). The number of shares awarded has been determined based on a percentage of salary and using a share price of Stg26.5p. Under the terms of the Initial KIP Award, the options (with no exercise price) will vest after three years against TSR performance as follows (as a percentage of award): Against FTSE 250: 50% Against FTSE/MSCI Mining Index: 50%	Nil

Ap11

4.       OTHER INFORMATION

Agreements, arrangements or understandings relating to options or derivatives

Fulldetailsofanyagreement,arrangementorunderstandingbetweenthepersondisclosing andanyotherpersonrelatingtothevotingrightsofanyrelevantsecuritiesunderanyoption referredtoonthisformorrelatingtothevotingrightsorfutureacquisitionordisposalofanyrelevantsecuritiestowhichanyderivativereferredtoonthisformisreferenced.Ifnone,this shouldbestated.

* Calculated as a percentage of total performance share awards in the form of options in issue

Is a Supplemental Form 8 attached? (Note 9)                                            YES/NO

Date of disclosure	21 October 2014
Contactname	Deirdre Corcoran
Telephonenumber	[phone]
Nameofofferee/offerorwithwhichactinginconcert	Kenmare Resources plc
Specify category and nature of acting in concert status	Director

Ap9

APPENDIX 3 DISCLOSURE FORMS

FORM8.1(a)&(b)(i)

IRISH TAKEOVER PANEL

DISCLOSURE UNDER RULE 8.1(a) AND (b)(i) OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2013

DEALINGS BY OFFERORS, OFFEREES OR PARTIES ACTING IN CONCERT WITH THEM FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS

5. KEYINFORMATION

Name of person dealing (Note 1)	Tony McCluskey
Company dealt in	Kenmare Resources plc
Class of relevant security to which the dealings being disclosed relate (Note 2)	Performance share award in the form of options over ordinary shares of €0.06 each
Dateofdealing	21 October 2014

6. INTERESTS AND SHORT POSITIONS
    
7. Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)

	Long			Short
	Number		(%)	Number		(%)
(1) Relevant securities	2,168,615 (31.5%) *
(2)Derivatives(otherthanoptions)
(3) Options and agreements to purchase/sell
Total	2,168,615 (31.5%) *

1. Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)

Class of relevant security:	Long			Short
	Number		(%)	Number		(%)
(1) Relevant securities	681,250 ordinary shares (0.02%) 13,466,667 options (9.7%)
(2)Derivatives(otherthanoptions)
(3) Options and agreements to purchase/sell
Total	14,147,917 (0.5%)

Ap10

7. DEALINGS (Note 4)
    
8. Purchases and sales

Purchase/sale	Number of relevant securities	Price per unit (Note 5)
N/A

1. Derivatives transactions (other than options transactions)

Product name, e.g.CFD	Nature of transaction (Note 6)	Number of relevant securities (Note 7)	Price per unit (Note 5)
N/A

1. Options transactions in respect of existing relevant securities

1. Writing, selling, purchasing or varying

Productname, e.g.calloption	Writing,selling,purchasing,varying etc.	Numberofsecuritiestowhichtheoptionrelates (Note 7)	Exerciseprice	Type,e.g.American,European etc.	Expirydate	Optionmoneypaid/receivedper unit (Note 5)
N/A

1. Exercising

Product name, e.g.calloption	Number of securities	Exercise price per unit (Note 5)
N/A

1. Other dealings (including transactions in respect of new securities) (Note 4)

Natureoftransaction (Note 8)	Details	Priceperunit (if applicable) (Note 5)
Grant of initial KIP award in the form of performance share award under the Kenmare Incentive Plan	Grant of options over 2,168,615 ordinary shares   This Initial KIP Award was specifically approved by shareholders at the Company's Annual General Meeting on 28 May 2014 (Resolution 8). The number of shares awarded has been determined based on a percentage of salary and using a share price of Stg26.5p. Under the terms of the Initial KIP Award, the options (with no exercise price) will vest after three years against TSR performance as follows (as a percentage of award): Against FTSE 250: 50% Against FTSE/MSCI Mining Index: 50%	Nil

Ap11

8.       OTHER INFORMATION

Agreements, arrangements or understandings relating to options or derivatives

Fulldetailsofanyagreement,arrangementorunderstandingbetweenthepersondisclosing andanyotherpersonrelatingtothevotingrightsofanyrelevantsecuritiesunderanyoption referredtoonthisformorrelatingtothevotingrightsorfutureacquisitionordisposalofanyrelevantsecuritiestowhichanyderivativereferredtoonthisformisreferenced.Ifnone,this shouldbestated.

* Calculated as a percentage of total performance share awards in the form of options in issue

Is a Supplemental Form 8 attached? (Note 9)                                            YES/NO

Date of disclosure	21 October 2014
Contactname	Deirdre Corcoran
Telephonenumber	[phone]
Nameofofferee/offerorwithwhichactinginconcert	Kenmare Resources plc
Specify category and nature of acting in concert status	Director

Ap9

APPENDIX 3 DISCLOSURE FORMS

FORM8.1(a)&(b)(i)

IRISH TAKEOVER PANEL

DISCLOSURE UNDER RULE 8.1(a) AND (b)(i) OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2013

DEALINGS BY OFFERORS, OFFEREES OR PARTIES ACTING IN CONCERT WITH THEM FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS

9. KEYINFORMATION

Name of person dealing (Note 1)	Terry Fitzpatrick
Company dealt in	Kenmare Resources plc
Class of relevant security to which the dealings being disclosed relate (Note 2)	Performance share award in the form of options over ordinary shares of €0.06 each
Dateofdealing	21 October 2014

1. INTERESTS AND SHORT POSITIONS
    
2. Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)

	Long			Short
	Number		(%)	Number		(%)
(1) Relevant securities	1,421,044 (20.7%) *
(2)Derivatives(otherthanoptions)
(3) Options and agreements to purchase/sell
Total	1,421,044 (20.7%) *

1. Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)

Class of relevant security:	Long			Short
	Number		(%)	Number		(%)
(1) Relevant securities	108,807 ordinary shares (0.004%) 4,900,000 options (3.5%)
(2)Derivatives(otherthanoptions)
(3) Options and agreements to purchase/sell
Total	5,008,807 (0.2%)

Ap10

1. DEALINGS (Note 4)
    
2. Purchases and sales

Purchase/sale	Number of relevant securities	Price per unit (Note 5)
N/A

1. Derivatives transactions (other than options transactions)

Product name, e.g.CFD	Nature of transaction (Note 6)	Number of relevant securities (Note 7)	Price per unit (Note 5)
N/A

1. Options transactions in respect of existing relevant securities

1. Writing, selling, purchasing or varying

Productname, e.g.calloption	Writing,selling,purchasing,varying etc.	Numberofsecuritiestowhichtheoptionrelates (Note 7)	Exerciseprice	Type,e.g.American,European etc.	Expirydate	Optionmoneypaid/receivedper unit (Note 5)
N/A

1. Exercising

Product name, e.g.calloption	Number of securities	Exercise price per unit (Note 5)
N/A

1. Other dealings (including transactions in respect of new securities) (Note 4)

Natureoftransaction (Note 8)	Details	Priceperunit (if applicable) (Note 5)
Grant of initial KIP award in the form of performance share award under the Kenmare Incentive Plan	Grant of options over 1,421,044 ordinary shares   This Initial KIP Award was specifically approved by shareholders at the Company's Annual General Meeting on 28 May 2014 (Resolution 8). The number of shares awarded has been determined based on a percentage of salary and using a share price of Stg26.5p. Under the terms of the Initial KIP Award, the options (with no exercise price) will vest after three years against TSR performance as follows (as a percentage of award): Against FTSE 250: 50% Against FTSE/MSCI Mining Index: 50%	Nil

Ap11

12.     OTHER INFORMATION

Agreements, arrangements or understandings relating to options or derivatives

Fulldetailsofanyagreement,arrangementorunderstandingbetweenthepersondisclosing andanyotherpersonrelatingtothevotingrightsofanyrelevantsecuritiesunderanyoption referredtoonthisformorrelatingtothevotingrightsorfutureacquisitionordisposalofanyrelevantsecuritiestowhichanyderivativereferredtoonthisformisreferenced.Ifnone,this shouldbestated.

* Calculated as a percentage of total performance share awards in the form of options in issue

Is a Supplemental Form 8 attached? (Note 9)                                            YES/NO

Date of disclosure	21 October 2014
Contactname	Deirdre Corcoran
Telephonenumber	[phone]
Nameofofferee/offerorwithwhichactinginconcert	Kenmare Resources plc
Specify category and nature of acting in concert status	Director

---

This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Kenmare Resources via Globenewswire

HUG#1864547