Red Rock Resources Plc
Issue of Shares under Share Incentive Plan and Directors' Dealings
7 April 2014
Red Rock Resources plc ("Red Rock" or the "Company"), the mineral exploration and development company focused on iron ore, manganese and gold, and operating in Greenland, Colombia, East and West Africa, announces that on 7 April 2014 the Board of Directors approved the issue of 15,711,999 ordinary shares in the Company ("Ordinary Shares") under the Company's Share Incentive Plan ("SIP") for the 2013/14 tax year as agreed by the Trustees on 1 April 2014.
Under the terms of the SIP, once employees have worked for the Company for three months, they may sign up to both the Free Share and Partnership Share Agreement.
a) Free Share Agreement - Share Award
Under the Free Share Agreement, employees may be awarded up to £3,000 worth of Ordinary Shares in the Company in any one tax year. Free Shares have already been awarded to the Company's existing employees during the 2013/14 tax year (as previously announced on 30 January 2014).
b) Partnership Share Agreement - Share Award
In addition, employees may purchase up to £1,500 (or up to a maximum of 10% of their salary, whichever is the lower) worth of Shares (the "Partnership Shares") in any one tax year. The Company will match these shares on a 2:1 basis (the "Matching Shares"). The Partnership and the Matching Shares are awarded with reference to the lower of the mid-market closing price at the beginning or at the end of the accumulation period.
Therefore, 5,237,333 Partnership Shares and 10,474,666 Matching Shares (being 15,711,999 Shares in aggregate) have been awarded with reference to the mid-market closing price of 0.375p on 31 March 2014, which is the end of the accumulation period for the 2013/14 tax year. The Directors have participated in this award and the above number includes such participation, further details of which are set out below.
All such shares will be held by the SIP Trustees and the Free Shares and Matching Shares cannot be released to participants until five years after the date of the award, except in specific circumstances.
Directors' Participation
The Directors have also participated in the Partnership Share Agreement and the calculations in paragraph b above take this into account.
In respect of the 2013/2014 tax year, each Director has purchased 400,000 Partnership Shares and have each been awarded 800,000 Matching Shares, which have been included in the above overall calculations.
As a result of such participation, the Directors' new shareholdings in the Company are set out in the table below:
Directors |
Number of Partnership Shares Purchased |
Number of Matching Shares Awarded |
Total Ordinary Shares in the Company |
% of Issued Share Capital |
Direct |
Indirect* |
Total |
Andrew R M Bell |
400,000 |
800,000 |
1,063,830 |
2,878,482 |
3,942,312 |
0.23% |
James F Ladner |
400,000 |
800,000 |
- |
3,514,747 |
3,514,747 |
0.21% |
Michael C Nott |
400,000 |
800,000 |
1,325,000 |
3,313,482 |
4,638,482 |
0.27% |
John Watkins |
400,000 |
800,000 |
1,250,000 |
4,738,482 |
5,988,482 |
0.35% |
* Each Director indirectly holds 2,738,482 shares held by the Share Incentive Plan Trustees. In addition, Andrew Bell holds 140,000 shares through Hartmann Capital Nominees Limited, Michael C Nott indirectly holds 575,000 shares through Anna Nott, John Watkins holds 2,000,000 shares through Diane Mary Watkins and James F Ladner holds 776,265 shares through an undisclosed nominee which are pledged as collateral for a loan.
Admission to trading on AIM and Total Voting Rights
Application is being made to AIM for 15,711,999 new Ordinary Shares allotted in relation to the SIP for 2013/14 tax year to be admitted to trading on AIM. Admission of the 15,711,999 new Ordinary Shares is expected on 14 April 2014.
Following the issue of the 15,711,999 new Ordinary Shares the issued share capital of the Company consists of 1,705,656,600 ordinary shares of 0.1p each with voting rights. No Ordinary Shares are held in Treasury.
The above figure of 1,705,656,600 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company under the Disclosure and Transparency Rules.
For further information contact:
Andrew Bell0207 747 9990 or 0776 647 4849 Chairman Red Rock Resources plc
Colin Aaronson / David Hignell 0207 383 5100 NOMAD Grant Thornton UK LLP
Nick Emerson01483 413500 Broker SI Capital Ltd.
Saif Janjua0207 382 8416 Joint Broker Beaufort Securities Ltd
Rupert Trefgarne0203 128 8817 Media Relations MHP Communications
