Purchase of Shares and PDMR Dealing
Kavango, the exploration company targeting the discovery of world-class mineral deposits in Botswana, has been notified that on Thursday, 6 January 2022, Michael Moles, who is a non-executive director of the Company, acquired 9,169,169 ordinary shares of £0.001 each in the Company at a price of £0.045 per share.
Michael Moles is a Person Discharging Managerial Responsibilities (“PDMR”) for the purposes of the Market Abuse Regulation (“MAR”). The Notification of Transaction Form provided in accordance with the requirements of the MAR in relation to the transaction listed above is set out below.
Issue of Shares and PDMR Dealing
On 11 August 2021 Kavango announced its agreement with Michael Moles to settle his directors’ fees (net of statutory deductions) in shares. Accordingly Kavango announces it is now issuing 99,771 new ordinary shares of 0.001 each in the Company to Michael Moles. (“Director Shares”).
This issue of shares relates to the period 1 October to 31 December 2021. The number of shares due has been calculated at an issue price equal to the average of the closing mid-price of the Company’s shares over that quarter. During that period the average closing mid-price of the Company’s shares was 5.25 pence per share.
Admission and Total Voting Rights
Application will be made for the Director Shares to be admitted to the Standard List segment of the Official List and to trading on the main market of the London Stock Exchange plc (“Admission”). It is expected that Admission will become effective and dealings in the Director Shares will commence at 8.00am on or around 17 January 2022.
Following Admission, the total issued share capital of the Company will consist of 406,570,533 Ordinary Shares. The Company does not hold any shares in treasury. Therefore, the total number of voting rights in the Company is 406,570,533 and this figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest, in the share capital of the Company.
Kavango Resources plc (LSE:KAV), the exploration company targeting the discovery of world-class mineral deposits in Botswana, is pleased to announces the Board has approved the grant of 4,500,000 share options to certain consultants to the Company and key team members (the “Consultant Options”) and 2,000,000 share options to David Smith, Non-executive Chairman of the Company (the “Director Options”).
The Consultant Options will be subject to a vesting period of one year from 01 December 2021, with half the Consultant Options vesting after six months and the remainder vesting after twelve months, following continuous employment or commercial engagement with the Company . The Consultant Options are exercisable at a price of 5 pence per Ordinary Share for a period of seven years. The Consultant Options carry a vesting condition whereby the Consultant Options only become exercisable once the Company’s reported closing mid-market share price closes above 7.5p on five separate trading days.
The Director Options will be subject to a vesting period of one year, with half the Director Options vesting after twelve months from 01 December 2021 and the remainder vesting after eighteen months from 01 December 2021, provided Mr Smith remains a director within the Kavango group. The Director Options are exercisable at a price of 7.5 pence per Ordinary Share for a period of seven years. The Director Options only become exercisable once the Company’s reported closing mid-market share price closes above 15p on five separate trading days. The Director Options are also conditional upon the Company’s issued share capital increasing to a level such that the total number of options granted to directors and group employees remains below the ten per cent limit for such options to which the Company aims to adhere.
Ben Turney, Chief Executive Officer of Kavango Resources, commented:
“If Kavango delivers one or more major mineral discoveries, it will be because of the intelligent, resourceful and inspired work of our people and strategic partners. Our latest option awards lock in a number of key commercial relationships and are directly aligned with generating substantial shareholder returns.
Thanks to booming metal prices, we are operating in an extremely competitive environment for talented technical personnel. A company like Kavango has to manage its finances carefully. The reality is we cannot compete in recruitment on salary terms against better-funded, larger competitors. However, given the exciting promise of our exploration projects in Botswana, we are able to offer potentially much more lucrative equity incentives to attract and retain the best people we can.
Our creative approach to equity incentivisation remains a central pillar of Kavango’s strategy. It sets us apart from our direct competitors and has already enabled us to put together the kind of high quality technical team normally associated with much larger firms.
I believe this could prove to be the decisive factor in determining our future success.”
Section 430(2B) Statement in relation to Michael Foster’s retirement
As required by Section 430(2B) of the Companies Act 2006, the Company confirms that no remuneration is payable consequent upon or in respect of Michael Foster’s retirement. Michael will receive pro-rated Board fees to the date of his retirement. He will not receive any payment for loss of office or any other payment in relation to the cessation of his appointment with the Company. However, in accordance with the terms of the ‘founders’ options granted to Michael on 6 November 2018, 1 May 2019 and 5 May 2020 will not lapse upon his departure from the Board.
Further information in respect of the Company and its business interests is provided on the Company’s website at www.kavangoresources.com and on Twitter at #KAV.