Options Issuance and Directors Dealings
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Corcel plc, (London AIM: CRCL), the Angolan focused exploration and production company, announces an award of options to Senior Executives and Board members.
Corcel Executive Chairman, Antoine Karam, commented: "Fully consistent with our stated intentions, this package of options allows us to attract, retain and ultimately compensate the high-quality executive team and Board we have worked to assemble, while aligning the majority of their compensation with the performance of the underlying business.
We hope investors will recognize the aggressive, yet we believe achievable, performance metrics that once met, will unlock these options over the years to come. With our new Board and their compensation structure now largely in place, we turn our attention back to the execution of our onshore strategy in Angola as we enter the New Year."
Options Award and Directors' Dealings:
The Company announces the grant of 307,033,155 five-year options to Directors and key Executives, 15,745,290 of which fall under the Company's existing Enterprise Management Scheme.
Each option entitles the holder upon exercise to one ordinary share of £0.0001 of the Company at a strike price of par, vesting after the stock trades for at least 5 trading days at a series of prices ranging from £0.016 to £0.064; between a 4x and 16x uplift from the Company's latest funding round of £0.004. One third of the options issued will vest in each year following grant, and both the time in service and the share price trading metrics must be attained in order for the options to fully vest.
Pursuant to the recommendation of the Remuneration Committee, the Board has awarded the following options:
| Award | Vesting Price | Vesting Date | |
|---|---|---|---|
| Antoine Karam | 41,987,440 | £ 0.0160 | 01-Dec-24 |
| 41,987,440 | £ 0.0320 | 01-Dec-25 | |
| 41,987,440 | £ 0.0640 | 01-Dec-26 | |
| Geraldine Geraldo | 10,496,860 | £ 0.0160 | 01-Dec-24 |
| 10,496,860 | £ 0.0320 | 01-Dec-25 | |
| 10,496,860 | £ 0.0640 | 01-Dec-26 | |
| Pradeep Kabra | 10,496,860 | £ 0.0160 | 01-Dec-24 |
| 10,496,860 | £ 0.0320 | 01-Dec-25 | |
| 10,496,860 | £ 0.0640 | 01-Dec-26 | |
| Other Personnel / Consultants | 39,363,225 | £ 0.0160 | 01-Dec-24 |
| 39,363,225 | £ 0.0320 | 01-Dec-25 | |
| 39,363,225 | £ 0.0640 | 01-Dec-26 |
Following this grant of options, the resultant Directors' shareholdings are as follows:
| Directors | Ordinary Shares | Total shares | % of Issued Share Capital | Options | Warrants | |
|---|---|---|---|---|---|---|
| Direct | Indirect | |||||
| Antoine Karam | 0 | 150,136,747 | 150,136,747 | 8.9% | 125,962,320 | 94,996,305 |
| Geraldine Geraldo | 0 | 39,200,000 | 39,200,000 | 2.35% | 31,490,580 | 0 |
| Yan Zhao | 0 | 38,833,333 | 38,833,333 | 2.32% | 0 | 0 |
| Pradeep Kabra | 0 | 0 | 0 | 0.00% | 31,490,580 | 0 |
| Andrew Fairclough | 0 | 0 | 0 | 0.00% | 0 | 0 |
Related Party Disclosure
This transaction is a related party transaction pursuant to Rule 13 of the AIM Rules. As such, the Directors being issued options have not been involved in the approval of the Transaction by the Company's Board.
The Directors of the Company independent of the Transaction, Yan Zhou and Andrew Fairclough, having consulted with the Company's nominated advisor, WH Ireland Ltd, consider the terms of the Transaction to be fair and reasonable insofar as the Company's shareholders are concerned.
596/2014 which is part of UK law by virtue of the European Union (withdrawal) Act 2018.
| 1 | Details of the person discharging managerial responsibilities / person closely associated | ||
| a) | Name | 1. Antoine Karam 2. Geraldine Geraldo 3. Pradeep Kabra | |
| 2 | Reason for the notification | ||
| a) | Position/status | 1. Chairman 2. Executive Director 3. Non-Executive Director | |
| b) | Initial notification/Amendment | Initial Notification | |
| a) | Name | Corcel plc | |
| b) | LEI | 2138009ECXQQ3EGKVY57 | |
| a) | Description of the financial instrument, type of instrument | Ordinary shares of £0.0001 each | |
| Identification code | GB00BKM69866 | ||
| b) | Nature of the transaction | Award of options | |
| c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
| 1. £0.0001 2. £0.0001 3. £0.0001 | 1. 125,962,320 2. 31,490,580 3. 31,490,580 | ||
| d) | Aggregated information | ||
| Aggregated volume | N/A | ||
| Price | |||
| e) | Date of the transaction | 11 January 2024 | |
| f) | Place of the transaction | Outside a trading venue | |
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