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Stratex International Plc

('Stratex' or the ‘Company')

Implementation of Long Term Incentive Plan
and Issue of Share Options

Stratex International plc, the AIM-quoted gold exploration and development company, announces that it has adopted a new long term incentive plan (“LTIP”) and the Company’s remuneration committee has approved the grant of options under the LTIP and the Company’s existing enterprise management incentive (“EMI”) option scheme to its Chief Executive Officer Marcus Engelbrecht, pursuant to the terms of his service agreement. The options granted under the LTIP scheme are subject to certain performance conditions.

Key terms of the new LTIP scheme

The LTIP is designed to incentivise Stratex directors and senior executives by the award of, inter alia, equity options over ordinary shares of 1 pence each in the capital of the Company (“Ordinary Shares”). The LTIP is administered by the remuneration committee of Stratex who will determine the vesting period and performance conditions. Awards under the LTIP will normally be exercisable from the vesting date until the third anniversary of the grant date. An award granted in the form of an option will normally be exercisable for 30 days after the date of vesting and will lapse at the end of that period.

The terms of the new LTIP and the Company’s existing unapproved scheme have been aligned, such that no option or award shall be granted if, as a result of such grant, the total number of options and awards granted and outstanding to employees under the LTIP and options or awards granted pursuant to any other option scheme of Stratex to employees (excluding cash-settled and transfer only awards) would exceed 10% of the issued ordinary share capital of Stratex.

Following the exercise of an option under the LTIP, if the Stratex remuneration committee so determines, the grantee may receive cash or Stratex Ordinary Shares equal in value (so far as possible) to any dividends paid or payable in respect of the Stratex Ordinary Shares acquired between the date of grant and the date of exercise of the options. LTIP awards will typically be subject to standard provisions as regards vesting and replacement awards in the event of a change of control.

Grant of options 

Under the terms of his service agreement, Marcus Engelbrecht, our CEO, has been granted options under the LTIP over 12,125,374 Ordinary Shares (“LTIP Options”) with a vesting period commencing 3 August 2017 and an expiry date of 3 August 2020 and options under the EMI scheme over 11,240,188 Ordinary Shares (“EMI Options”) with a vesting period commencing 3 August 2017 and an expiry date of 3 August 2027, which in aggregate is equivalent to 5% of the current issued share capital of the Company.

Based on the 30 day volume weighted average price (“VWAP”) of the Company’s Ordinary Shares up to 17 May 2017, the exercise price of the EMI Options and the LTIP Options has been set at 1.745p each. The EMI Options are not subject to performance conditions.

Under the terms of the award, the LTIP Options will vest if the Company undertakes a significant merger, acquisition or other corporate transaction which increases the Company’s market capitalisation to not less than £40 million, and with a projected cash flow within 3 years of £8 million, within three years of the grant date; or if within three years of his appointment as CEO of the Company, the Company achieves a target market capitalisation (measured over any 6 month rolling period) of £80 million.

Following the award of these options, Marcus Engelbrecht’s interest in the Company is as follows:

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For further information please visit www.stratexinternational.com, @StratexPLC on Twitter, email [email protected], or contact:

Notes to Editors:

Since listing in 2006, Stratex has discovered more than 2.2 million ounces of gold and 7.09 million ounces of silver, as well as 186,000 tonnes of copper. The Company owns 15% of a copper-gold project at feasibility stage and an exciting exploration project in Senegal. The Company also has significant interests in Goldstone Resources Ltd, Thani Stratex Resources Ltd and Tembo Gold Corp. for their exploration projects in Ghana, Djibouti and Egypt, and Tanzania respectively.

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014.

The notifications below are made in accordance with the requirements of the EU regulation on market abuse.

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

This information is provided by RNS

The company news service from the London Stock Exchange

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