For Immediate Release
08 April 2010
European Goldfields Limited
Establishment of Employee Share Trust and Finalisation of Special Grant
The following amendment has been made to the announcement released on 8
April at 13:38 under RNS No 9020J:
In the fifth paragraph, the words "subject to the relevant approval by
shareholders at the Meeting" has been deleted. Applicationforthe
admission of the 500,000 shares to trading on the AIM Market of the
London StockExchange is not subject to shareholder approval at the
Company's forthcoming annual general meeting.
All other details remain the same.
The full amended text is shown below.
8 April 2010 - European Goldfields Limited (TSX / AIM: EGU) ("European
Goldfields" or the "Company") announces that it has executed a trust
deed constituting the European Goldfields Employee Share Trust (the"Trust")
which is operated by an independent trustee (the "Trustee").
The establishment of the Trust enables the Trustee to acquire shares in
the Company and to make available interests in those shares as jointly
owned equity ("JOE") for the benefit of current and future employees
under the Company's Share Option Plan and Restricted Share Unit ("RSU")
Plan (the "Plans").
The Company has amended its Plans to enable the grant of share options
and RSUs in the form of JOE awards, with the shares underlying such
awards being jointly owned by the Trust and employees. The amendments
to facilitate the JOE structure in each of the Plans do not alter the
commercial or economic terms of the Plans or the benefits to the
employees. The Company will be seeking approval from its shareholders
at its annual general meeting (the "Meeting") on 12 May 2010 for these
amendments. Requisite regulatory approvals have already been sought.
The Management Proxy Circular for the Meeting will contain full details
of the amendments to the Plans.
On 1 April, 2010, the Trustee subscribed for 500,000 shares of the
Company at a price per share of C$6.7093 under the JOE structure, which
relate to the RSUs described below. Neither the Trustee nor any
employee is entitled to vote or receive dividends in respect of these
shares. None of these shares will vest until after the Meeting, and
only then after the achievement of certain performance targets. To the
extent that the relevant approvals are not obtained, the JOE awards
will be cancelled.
As per the Company's news release dated 18 March 2010, the awards in
relation to the Special Grant previously approved by the Company's
Board have been finalised. In total, the Company awarded 550,000
performance RSUs and 1.6 million performance options (priced as
previously disclosed), subject to the achievement of (i) key corporate
milestones and value drivers, in respect of the RSUs, and (ii)
sustained share price appreciation, in respect of the share options.
Messrs Rachovides and Morgan-Wynne have each been awarded 150,000
performance RSUs and 500,000 performance options. Messrs Forward and
Dimitriadis have each been awarded 25,000 performance RSUs and 150,000
performance options. Subject to the approval of shareholders, 300,000
out of the 550,000 Special Grant performance RSUs in respect of Messrs
Rachovides and Morgan-Wynne, along with a further 200,000 RSUs with
similar performance conditions in respect of Martyn Konig (as
previously disclosed), have been transferred into the JOE structure.
Application has been made for the admission of the 500,000 shares to
trading on the AIM Market of the London Stock Exchange, which is
expected to occur at 8.00 a.m. on 14 April 2010. Application will also
be made to list the 500,000 shares on the Toronto Stock Exchange.
About European Goldfields
European Goldfields is a developer-producer with globally significant
gold reserves located within the European Union. The Company generates
cash flow from its 95%-owned Stratoni operation, a high grade lead/zinc
/silver mine in North-Eastern Greece and the sale of gold concentrates
from Olympias. European Goldfields will evolve into a mid-tier producer
through responsible development of its project pipeline of gold and
base metal deposits at Skouries and Olympias in Greece and Certej in
Romania. The Company plans future growth through development of its
highly prospective exploration portfolio in Greece, Romania and Turkey.
For further information please see the Company's new website at
www.egoldfields.com
For further information please contact:
European Goldfields:
Martyn Konig, Executive Chairman
Sally Schofield, VP Investor Relations
e-mail: info@egoldfields.com
Tel: +44 (0)20 7408 9534
Buchanan Communications:
Bobby Morse / Katharine Sutton / James Strong
e-mail: bobbym@buchanan.uk.com
Tel: +44 (0)20 7466 5000
RBC Capital Markets:
Josh Critchley
e-mail:joshua.critchley@rbccm.com
Matthew Coakes
e-mail: matthew.coakes@rbccm.com
Tel: +44 (0)20 7653 4000
Forward-looking statements
Certain statements and information contained in this document,
including any information as to the Company's future financial or
operating performance and other statements that express management's
expectations or estimates of future performance, constitute
forward-looking information under provisions of Canadian provincial
securities laws. When used in this document, the words
"anticipate","expect", "will", "intend", "estimate", "forecast", "planned"
and
similar expressions are intended to identify forward-looking statements
or information. Forward-looking statements include, but are not limited
to, the estimation of mineral reserves and resources, the timing and
amount of estimated future production, costs and timing of development
of new deposits, permitting time lines and expectations regarding metal
recovery rates. Forward-looking statements are necessarily based upon a
number of estimates and assumptions that, while considered reasonable
by management, are inherently subject to significant business, economic
and competitive uncertainties and contingencies.
The Company cautions the reader that such forward-looking statements
involve known and unknown risks, uncertainties and other factors that
may cause the actual financial results, performance or achievements of
the Company to be materially different from its estimated future
results, performance or achievements expressed or implied by those
forward-looking statements and the forward-looking statements are not
guarantees of future performance. These risks, uncertainties and other
factors include, but are not limited to: changes in the price of gold,
base metals or certain other commodities (such as fuel and electricity)
and currencies; uncertainty of mineral reserves, resources, grades and
recovery estimates; uncertainty of future production, capital
expenditures and other costs; currency fluctuations; financing and
additional capital requirements; the successful and timely permitting
of the Company's Skouries, Olympias and Certej projects; legislative,
political, social or economic developments in the jurisdictions in
which the Company carries on business; operating or technical
difficulties in connection with mining or development activities; the
speculative nature of gold and base metals exploration and development,
including the risks of diminishing quantities or grades of reserves;
the risks normally involved in the exploration, development and mining
business; and risks associated with internal control over financial
reporting. For a more detailed discussion of such risks and material
factors or assumptions underlying these forward-looking statements, see
the Company's Annual Information Form for the year ended 31 December
2009, filed on SEDAR at www.sedar.com. The Company does not intend, and
does not assume any obligation, to update or revise any forward-looking
statements whether as a result of new information, future events or
otherwise, except as required by law.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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