REG - Rainbow Rare Earths - Grant of Share Based Remuneration
03/09/2024 07:00
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RNS Number : 5851C Rainbow Rare Earths Limited 03 September 2024
3 September 2024
Rainbow Rare Earths Limited
("Rainbow" or "the Company" and together with its subsidiaries "the Group")
LSE: RBW
Grant of Share Based Remuneration
Rainbow Rare Earths announces that pursuant to its Short Term and Long Term
Incentive Plans approved in January 2021 and amended in August 2024 to
incorporate Restricted Share Units for the benefit of US resident individuals,
its Board of Directors, on the recommendation of the Remuneration Committee,
has approved the issue of the following share based remuneration, including
issues to Directors and Persons Discharging Managerial Responsibility of the
Company, as follows:
Nil Priced Share Options Restricted Share Units Ordinary Shares of No Par Value Total
Directors and Persons Discharging Managerial Responsibility ("PDMR")
George Bennett 1,500,000 - 1,697,852 3,197,852
Pete Gardner 900,000 - 897,883 1,797,883
Dave Dodd 800,000 - - 800,000
Adonis Pouroulis 500,000 - - 500,000
Alex Lowrie 250,000 - - 250,000
Atul Bali - 416,667 83,333 500,000
J Peter Pham - 416,667 83,333 500,000
Shawn McCormick - 583,334 166,666 750,000
Total PDMR 3,950,000 1,416,668 2,929,067 8,295,735
Other staff 1,550,000 - - 1,550,000
Grand total 5,500,000 1,416,666 2,929,067 9,845,735
The Nil Priced Share Options will vest in equal tranches over three years from
1 July 2024: one third after 12 months, one third after 24 months and one
third after 36 months. After the time-based vesting conditions are met the
Nil Priced Share Options can be exercised once the Group has reached a revenue
generating stage of development or otherwise in accordance with the scheme
rules.
The Restricted Share Units ("RSU") have been issued to comply with US tax
requirements for US resident individuals. The RSU scheme mirrors the terms
of the existing Rainbow share option scheme, save that the shares are issued
on the date of vesting. On 19 May 2023 Atul Bali, J Peter Pham and Shawn
McCormick were issued a combined total of 1,000,000 Nil Priced Share Options,
the first 33% of which were due to vest on 19 May 2024. These were cancelled
prior to vesting and Ordinary Shares will be issued to replace the initial
tranche which was due to vest on 19 May 2024 as set out in the table above.
The new RSU issue will vest as set out in the table below, which mirrors the
time-based vesting conditions of the original Nil Priced Share Options being
replaced and the Nil Priced Share Options issued to other personnel:
30/6/25 30/6/26 30/6/27
Atul Bali 166,666 166,667 83,334
J Peter Pham 166,666 166,667 83,334
Shawn McCormick 250,000 250,000 83,334
Total 583,332 583,334 250,002
In addition, new ordinary shares will be issued under the Company's short term
incentive scheme to George Bennett, CEO, and Pete Gardner, CFO, as a non-cash
bonus. Based on the share price at 30 June 2024 this bonus is calculated as
64% and 48% of their respective base salaries.
In aggregate, the share-based incentives granted above represent 1.5% of the
existing issued share capital of the Company prior to this award. Following
this award the Company has 23,313,368 share-based incentive awards in issue
under the incentive schemes, representing 3.6% of the existing issued share
capital, including 11,300,000 Nil Priced Share Options, 1,416,668 Restricted
Share Units and 10,596,700 other share options with a weighted average
exercise price of 13.62 pence per share.
An application will be made for the 2,929,067 Ordinary Shares to be issued
pursuant to the subscription to be admitted to the Official List (by way of a
Standard Listing) and to trading on the London Stock Exchange Plc's Main
Market for listed securities ("Admission"). It is expected that Admission
will become effective and that dealing in the Ordinary Shares will commence on
or around 6 September 2024. The new Ordinary Shares will rank pari passu
with the existing Ordinary Shares. Following Admission, the Company will
have 643,688,150 Ordinary Shares in issue. This figure 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 FCA's Disclosure, Guidance and
Transparency Rules.
Following the admission of the new Ordinary Shares the beneficial ownership of
the Company by persons discharging managerial responsibility ("PDMR") are as
follows:
Name No. of Ordinary Shares held prior to the Award % interest in Ordinary Shares held prior to the Award No. of Ordinary Shares held immediately following Admission % interest in Ordinary Shares immediately following Admission
Adonis Pouroulis 89,466,830 13.96% 89,466,830 13.90%
George Bennett 38,805,298 6.06% 40,503,150 6.29%
Alex Lowrie 6,838,124 1.07% 6,838,124 1.06%
Atul Bali 4,420,992 0.69% 4,504,325 0.70%
J Peter Pham 631,500 0.10% 714,833 0.11%
Shawn McCormick 9,316,571 1.45% 9,483,237 1.47%
Darryll Castle 821,422 0.13% 821,422 0.13%
Pete Gardner 618,522 0.10% 1,516,405 0.24%
Dave Dodd 1,500,000 0.23% 1,500,000 0.23%
Further disclosures as required for the notification of PDMRs are included in
the Appendix to this announcement.
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 George Bennett
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Issue of incentive award shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 1,697,852
d) Aggregated information
Aggregated volume 1,697,852
- Price Nil
e) Date of the transaction 3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
1,697,852
Nil
e)
Date of the transaction
3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 Pete Gardner
2 Reason for the notification
a) Position/status PDMR
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Issue of incentive award shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 897,883
d) Aggregated information
Aggregated volume 897,883
- Price Nil
e) Date of the transaction 3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
897,883
Nil
e)
Date of the transaction
3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 Shawn McCormick
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Issue of incentive award shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 166,666
d) Aggregated information
Aggregated volume 166,666
- Price Nil
e) Date of the transaction 3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
166,666
Nil
e)
Date of the transaction
3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 Atul Bali
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Issue of incentive award shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 83,333
d) Aggregated information
Aggregated volume 83,333
- Price Nil
e) Date of the transaction 3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
83,333
Nil
e)
Date of the transaction
3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 J Peter Pham
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Issue of incentive award shares
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 83,333
d) Aggregated information
Aggregated volume 83,333
- Price Nil
e) Date of the transaction 3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
83,333
Nil
e)
Date of the transaction
3 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 George Bennett
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Award of nil priced options.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 1,500,000
d) Aggregated information
Aggregated volume 1,500,000
- Price Nil
e) Date of the transaction 2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
1,500,000
Nil
e)
Date of the transaction
2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 Adonis Pouroulis
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Award of nil priced options.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 500,000
d) Aggregated information
Aggregated volume 500,000
- Price Nil
e) Date of the transaction 2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
500,000
Nil
e)
Date of the transaction
2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 Alex Lowrie
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Award of nil priced options.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 250,000
d) Aggregated information
Aggregated volume 250,000
- Price Nil
e) Date of the transaction 2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
250,000
Nil
e)
Date of the transaction
2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 Pete Gardner
2 Reason for the notification
a) Position/status PDMR
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Award of nil priced options.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 900,000
d) Aggregated information
Aggregated volume 900,000
- Price Nil
e) Date of the transaction 2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
900,000
Nil
e)
Date of the transaction
2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 Dave Dodd
2 Reason for the notification
a) Position/status PDMR
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Award of nil priced options.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 800,000
d) Aggregated information
Aggregated volume 800,000
- Price Nil
e) Date of the transaction 2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
800,000
Nil
e)
Date of the transaction
2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 Shawn McCormick
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Award of restricted share units.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 583,334
d) Aggregated information
Aggregated volume 583,334
- Price Nil
e) Date of the transaction 2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
583,334
Nil
e)
Date of the transaction
2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 Atul Bali
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Award of restricted share units.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 416,667
d) Aggregated information
Aggregated volume 416,667
- Price Nil
e) Date of the transaction 2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
416,667
Nil
e)
Date of the transaction
2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
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 J Peter Pham
2 Reason for the notification
a) Position/status Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Rainbow Rare Earths Limited
b) LEI 213800HONYSAXTG6KS11
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 Ordinary shares of no par value
Identification code
GG00BD59ZW98
b) Nature of the transaction Award of restricted share units.
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 416,667
d) Aggregated information
Aggregated volume 416,667
- Price Nil
e) Date of the transaction 2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f) Place of the transaction Outside a trading venue
d)
Aggregated information
Aggregated volume
- Price
416,667
Nil
e)
Date of the transaction
2 September 2024
Note: the Company is not considered in a close period at the time of this
transaction.
f)
Place of the transaction
Outside a trading venue
For further information, please contact:
Rainbow Rare Earths Ltd Company George Bennett +27 82 652 8526
Pete Gardner
IR Cathy Malins +44 7876 796 629
cathym@rainbowrareearths.com (mailto:cathym@rainbowrareearths.com)
Berenberg Broker Matthew Armitt +44 (0) 20 3207 7800
Jennifer Lee
Stifel Broker Ashton Clanfield +44 20 7710 7600
Varun Talwar
Tavistock Communications PR/IR Charles Vivian +44 (0) 20 7920 3150
Tara Vivian-Neal rainbowrareearths@tavistock.co.uk (mailto:rainbowrareearths@tavistock.co.uk)
Notes to Editors:
Rainbow Rare Earths aims to be a forerunner in the establishment of an
independent and ethical supply chain of the rare earth elements that are
driving the green energy transition. It is doing this successfully via the
identification and development of secondary rare earth deposits that can be
brought into production quicker and at a lower cost than traditional hard rock
mining projects, with a focus on the permanent magnet rare earth elements
neodymium and praseodymium, dysprosium and terbium.
The Company is focused on the development of the Phalaborwa Rare Earths
Project in South Africa and the earlier stage Uberaba Project in Brazil. Both
projects entail the recovery of rare earths from phosphogypsum stacks that
occur as the by-product of phosphoric acid production, with the original
source rock for both deposits being a hardrock carbonatite. Rainbow intends to
use a continuous ion exchange / continuous ion chromatography separation
technique, which simplifies the process of producing separated rare earth
oxides (versus traditional solvent extraction), leading to cost and
environmental benefits.
The Phalaborwa Preliminary Economic Assessment has confirmed strong base line
economics for the project, which has a base case NPV10 of US$627 million, an
average EBITDA operating margin of 75% and a payback period of < two years.
More information is available at www.rainbowrareearths.com
(http://www.rainbowrareearths.com) .
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