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Note 12 - Share-based Payments
12 Months Ended
Dec. 31, 2021
Statement Line Items [Line Items]  
Disclosure of share-based payment arrangements [text block]
12Share-based payments
  
12.1Cash-settled share-based payments

 

The Group has expensed the following cash-settled share-based expense arrangements for the twelve months ended December 31:

 

 

Note

 

2021

  

2020

  

2019

 
              

Restricted Share Units and Performance Units

12.1(a)

  515   1,299   616 

Caledonia Mining South Africa employee incentive scheme

12.1(b)

  (38)  114   73 
    477   1,413   689 

 

(a)Restricted Share Units and Performance Units

  

Certain management and employees within the Group are granted Restricted Share Units (“RSUs”) and Performance Units (”PUs”) pursuant to provisions of the 2015 Omnibus Equity Incentive Compensation Plan (“OEICP”). All RSUs and PUs were granted and approved at the discretion of the Compensation Committee of the Board of Directors.

 

RSUs vest three years after grant date given that the service conditions of the relevant employees have been fulfilled. The value of the vested RSUs is the number of RSUs vested multiplied by the fair market value of the Company’s shares, as specified by the OEICP, on the date of settlement.

 

PUs have a performance condition based on gold production and a performance period of one up to three years. The number of PUs that vest will be the relevant portion of the PUs granted multiplied by the performance multiplier, which will reflect the actual performance in terms of the performance conditions compared to expectations on the date of the award.

 

RSU holders are entitled to receive dividends over the vesting period. Such dividends will be reinvested in additional RSUs at the then applicable share price. PUs have rights to dividends only after they have vested.

 

RSUs and PUs allow for settlement of the vesting date value in cash or, subject to conditions, shares issuable at fair market value or a combination of both at the discretion of the unitholder.

 

The fair value of the RSUs at the reporting date was based on the Black Scholes option valuation model less the fair value of the expected dividends during the vesting period multiplied by the performance multiplier expectation. At the reporting date it was assumed that there is a 93%-100% probability that the performance conditions will be met and therefore a 93%-100% (2020: 93%-100%) average performance multiplier was used in calculating the estimated liability. The fair value of the PUs at the reporting date was based on the Black Scholes option valuation model. The liability as at December 31, 2021 amounted to $3,027 (2020: $2,240). Included in the liability as at December 31, 2021 is an amount of $692 (2020: $634; 2019: $107) that was expensed and classified as production costs; refer to note 8. During the year PUs to the value of $420 vested and were settled in cash (2020: $216 issued as share capital).

 

The following assumptions were used in estimating the fair value of the cash-settled share-based payment liability on:

 

  

December 31,

  

December 31,

 
  

2021

  

2020

 
  

RSUs

  

PUs

  

RSUs

  

PUs

 

Risk free rate

  1.52%  1.52%  0.93%  0.93%

Fair value (USD)

  12.06   11.63   15.88   15.51 

Share price (USD)

  11.71   11.71   15.88   15.88 

Performance multiplier percentage

     93-100%     93-100%

Volatility

  1.20   1.06   1.00   1.06 

 

Share units granted:

 

RSUs

  

PUs

  

RSUs

  

PUs

 

Grant - January 11, 2019

     95,740      95,740 

Grant - March 23, 2019

     28,287      28,287 

Grant - June 8, 2019

     14,672      14,672 

Grant - January 11, 2020

  17,585   114,668   17,585   114,668 

Grant - March 31, 2020

     1,971      1,971 

Grant - June 1, 2020

     1,740      1,740 

Grant - September 9, 2020

     1,611      1,611 

Grant - September 14, 2020

     20,686      20,686 

Grant - October 5, 2020

     514      514 

Grant - January 11, 2021

     78,875       

Grant -April 1, 2021

     770       

Grant - May 14, 2021

     2,389       

Grant - June 1, 2021

     1,692       

Grant - June 14, 2021

     507       

Grant - August 13, 2021

     2,283       

Grant - September 1, 2021

     553       

Grant - September 6, 2021

     531       

Grant - September 20, 2021

     526       

Grant - October 1, 2021

     2,530       

Grant - October 11, 2021

     500       

Grant - November 12, 2021

     1,998       

Grant - December 1, 2021

     936       

RSU dividends reinvested

  1,066      386    

Settlements/ terminations

  -   (30,600)      

Total awards

  18,651   343,379   17,971   279,889 

 

(b)Caledonia Mining South Africa employee incentive scheme

 

From 2017 until 2019 Caledonia Mining South Africa Proprietary Limited granted awards to certain of its employees that entitles them to a cash pay-out at the Company’s share price on November 30 of each year over a 3-year period from the grant date. The cash-settled share-based payment liability was calculated based on the number of awards expected to vest multiplied by the Company’s Black Scholes option valuation fair value of £8.90 at the reporting date and apportioned for the quantity vested over the total vesting period. The liability relating to these cash-settled share-based payment awards amounted to $Nil ( December 31, 2020: $30) and the fair value adjustment included in the consolidated financial statements of profit or loss and other comprehensive income amounted to ($38) (2020: $114) for the twelve months ended December 31, 2021.

 

During September 2020 it was communicated to employees of Caledonia Mining South Africa Proprietary Limited that going forwards they will receive awards of PUs under the OEICP, and so a discretionary 10% cash bonus scheme would gradually replace the current cash-settled share-based scheme and no more awards would be made under the cash-settled share-based scheme. To the extent their cash-settled share-based payments fall short of the cash bonus, they would receive the amount equal to the awards. All awards vested or expired by year-end. No new awards were granted.

 

The following assumptions were used in estimating the fair value of the cash-settled share-based payment liability for the year ended December 31.

 

  

2021

  

2020

 
  

Awards

 

Grant – August 2018 (3-year term)

  5,918   5,918 

Grant - August 2019 (3-year term)

  9,034   9,034 

Awards paid out/ expired

  (14,952)  (11,941)

Total awards outstanding

     3,011 
         

Estimated awards expected to vest

  100%  100%