Share Options Grant under Long-Term Incentive Plan
30 June 2021
Savannah Resources Plc
(AIM: SAV, FWB: SAV and SWB: SAV) ('Savannah' or the 'Company')
Grant of Share Options under Long-Term Incentive Plan
Savannah, the resource development company focused on becoming Europe's most significant producer of spodumene lithium concentrate from its Mina do Barroso Project in Portugal, announces that upon the recommendation of the Company's Remuneration Committee it has granted share options under the Company's existing long-term incentive plan (the "LTIP") which is designed to incentivise the Company's Executive Directors, Executive Management team and other key individuals (together, the "Participants").
Long-Term Incentive Plan
The LTIP was established in 2019 to encourage long-term value creation for Savannah's shareholders and to align the interests of the Participants with shareholders. Awards under the LTIP take the form of options over the Company's ordinary shares ("Shares") ("Options"). The Board believes the LTIP will incentivise the Participants and will also help Savannah to attract and retain talented individuals in the future as the Company expedites the development of its mining projects.
The LTIP is a share option scheme of the kind commonly adopted by listed companies. The earliest date on which the options can ordinarily be exercised is three years from the date of grant (subject to several market standard specific exceptions). The LTIP allows for up to 7.5% of the Company's issued share capital to be allocated to employees. The Remuneration Committee has adopted a policy whereby up to 5% of the Company's issued share capital should be made available via the LTIP to the Executive Management Team only, with the balance being available to other employees. These percentages are reviewed annually by the Company's Remuneration Committee and have not changed. The LTIP also includes malus and clawback clauses.
The section "LTIP Review and Grant 2021" details a total quantity of Options being granted under the LTIP which is equivalent to 2.99% of issued Shares in the Company at which time the total number of Options issued under the LTIP is equivalent to 3.55% of the Company's current issued share capital.
There were no grants under the LTIP in 2020 and 10,700,000 Options lapsed on 28 February 2021. It is conventional and well accepted remuneration practice for the CEO of a listed company to have an LTIP award in place, but prior to this award, the Company's CEO, David Archer, has not previously been granted any Options under the Company's LTIP scheme.
LTIP Review and Grant 2021
The Company's Remuneration Committee undertook a review of the appropriate awards to issue under the Company's LTIP scheme. The Remuneration Committee took advice and recommendations from leading remuneration consultancy, Alvarez and Marsal, and this formed the basis of quantum and key commercial features of the Options being granted. Specifically, this includes the issue of 41,510,000 Options to the Executive Management Team, which is equal to 2.46% of the number of Shares currently in issue, on the following terms. The Options' duration is eight years, with a vesting period of three years. The Options are to be issued in two equal tranches, with all conditions identical except for the exercise price. The exercise price on these newly granted Options shall be as follows:
· Tranche 1 - £0.0468 (4.68 pence) which represents a 20% premium to the closing Share price on 28 June 2021
· Tranche 2 - £0.0624 (6.24 pence) which represents a 60% premium to the closing Share price on 28 June 2021
Table 1 below sets out the Options which have been granted to the Executive Management Team and other participants, all in accordance with the aforementioned conditions (except for 1,500,000 Options which vest immediately and the duration for which is five years). The total quantity of Options being granted is 50,470,000 (25,235,000 under Tranche 1, and 25,235,000 under Tranche 2), which is equivalent to 2.99% of issued Shares in the Company. The Company does not expect to issue further Options for the roles included in these grants in the next three years.
Table 1 - Summary of Options being granted and existing Options
|
Participant |
Options Grant Quantity Tranche 1 |
Options Grant Quantity Tranche 2 |
Options Grant Quantity |
Options Grant as % of issued Shares in the Company |
Existing Options Quantity |
Total Options Quantity |
Total Options as % of issued Shares in the Company |
|
Executive Management Team |
|
|
|
|
|
||
|
David Archer |
10,000,000 |
10,000,000 |
20,000,000 |
1.18% |
0 |
20,000,000 |
1.18% |
|
Dale Ferguson |
3,625,000 |
3,625,000 |
7,250,000 |
0.43% |
3,000,000 |
10,250,000 |
0.61% |
|
Michael McGarty |
3,335,000 |
3,335,000 |
6,670,000 |
0.39% |
2,400,000 |
9,070,000 |
0.54% |
|
Paul O'Donoghue |
2,100,000 |
2,100,000 |
4,200,000 |
0.25% |
1,300,000 |
5,500,000 |
0.33% |
|
Asa Bridle |
1,695,000 |
1,695,000 |
3,390,000 |
0.20% |
1,000,000 |
4,390,000 |
0.26% |
|
Sub Total |
20,755,000 |
20,755,000 |
41,510,000 |
2.46% |
7,700,000 |
49,210,000 |
2.91% |
|
Other |
4,480,000 |
4,480,000 |
8,960,000 |
0.53% |
1,750,000 |
10,710,000 |
0.63% |
|
Total |
25,235,000 |
25,235,000 |
50,470,000 |
2.99% |
9,450,000 |
59,920,000 |
3.55% |
PDMR Notification
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 |
1. David Archer 2. Dale Ferguson 3. Michael McGarty 4. Paul O'Donoghue 5. Asa Bridle 6. Joao Barros |
|||||||||||||||||||||||||||||||||||||||
|
2 |
Reason for the notification |
||||||||||||||||||||||||||||||||||||||||
|
a) |
Position/status |
1. Chief Executive Officer 2. Technical Director 3. Chief Financial Officer 4. External Affairs and Country Manager Mozambique 5. Commercial Officer / Business Development Manager 6. Country Manager - Portugal |
|||||||||||||||||||||||||||||||||||||||
|
b)
|
Initial notification /Amendment |
Initial notification |
|||||||||||||||||||||||||||||||||||||||
|
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
||||||||||||||||||||||||||||||||||||||||
|
a) |
Name |
Savannah Resources Plc |
|||||||||||||||||||||||||||||||||||||||
|
b) |
LEI |
213800UCK16HW5KKGP60 |
|||||||||||||||||||||||||||||||||||||||
|
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 of 4.68 pence / 6.24 pence each
ISIN: GB00B647W791 |
|||||||||||||||||||||||||||||||||||||||
|
b) |
Nature of the transaction |
Grant of options of 4.68 pence / 6.24 pence each in respect of the Company's Long Term Incentive Plan
|
|||||||||||||||||||||||||||||||||||||||
|
c) |
Price(s) and volume(s) |
|
|||||||||||||||||||||||||||||||||||||||
|
d) |
Aggregated information
Aggregated volume
Price |
21,310,000 / 21,310,000
4.68 pence / 6.24 pence
|
|||||||||||||||||||||||||||||||||||||||
|
e) |
Date of the transaction(s) |
30 June 2021 |
|||||||||||||||||||||||||||||||||||||||
|
f) |
Place of the transaction |
Off-market transaction |
|||||||||||||||||||||||||||||||||||||||
Regulatory Information
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR .
**ENDS**
Follow @SavannahRes on Twitter
Follow Savannah Resources on LinkedIn
For further information please visit www.savannahresources.com or contact:
|
Savannah Resources PLC David Archer, CEO
|
Tel: +44 20 7117 2489
|
|
SP Angel Corporate Finance LLP (Nominated Advisor) David Hignell / Charlie Bouverat
|
Tel: +44 20 3470 0470
|
|
finnCap Ltd (Joint Broker) Christopher Raggett/ Tim Redfern
|
Tel: +44 20 7220 0500
|
|
WH Ireland Limited (Joint Broker) Jessica Cave / Matthew Chan (Corporate Finance) Adam Pollock (Corporate Broking)
|
Tel: +44 20 7220 1698
|
|
Camarco (Financial PR) Nick Hennis / Gordon Poole |
Tel: +44 20 3757 4980 |
About Savannah
Savannah is a diversified resources group (AIM: SAV) with two development stage projects, Mina do Barroso, a hardrock lithium project in Portugal which has the largest spodumene lithium resource in Europe, and the world-class Mutamba Heavy Mineral Sands Project in Mozambique, which is being developed in a consortium with the global major, Rio Tinto. The Board is committed to serving the interests of its shareholders and to delivering outcomes that will improve the lives of the communities we work with and our staff.
The Company is listed and regulated on AIM and the Company's ordinary shares are also available on the Quotation Board of the Frankfurt Stock Exchange (FWB) under the symbol FWB: SAV, and the Börse Stuttgart (SWB) under the ticker "SAV".
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