Avesoro Resources Inc. - Grant of Stock Options to Directors and Employees

TSX : AUE
AIM : AUE

TORONTO, Dec. 7, 2016 /CNW/ - Avesoro Resources Inc., ("Avesoro" or the "Company"), the TSX and AIM listed West African Gold Producer, announces that, pursuant to its Stock Option Plan, it has granted incentive stock options to certain directors and employees of the Company as part of its annual stock option incentive programme.  The stock options were granted on 7 December 2016 over a total of 95,500,000 common shares, representing approximately 1.79% of the issued share capital of the Company at an exercise price of 1.575p per share, being equal to the closing price of the common shares on 6 December 2016 on AIM. The stock options vest and become exercisable as to 50% on the first anniversary of grant and 50% on the second anniversary of grant, except for those granted to the Non-Executive Directors, which vest and become exercisable as to 50% on grant and 50% on the first anniversary of grant.  The stock options issued are capable of being exercised up to 6 December 2021.  Following this award of options, the total number of shares under option is currently 124,620,175 representing 2.34% of the Company's issued share capital.

The allocation of stock options to Persons Discharging Managerial Responsibilities was as follows:

Director	Position	New Options Issued	Total Options Held	Current Shareholding in Aureus*	Current Shareholding as percentage of Current Issued Share Capital
Serhan Umurhan	CEO & Director	20,000,000	22,700,000	8,010,000	0.15%
Geoff Eyre	CFO & Director	16,500,000	18,750,000	2,720,000	0.05%
David Netherway	Non-Executive Director	5,500,000	8,300,000	431,454	<0.01%
Jean-Guy Martin	Non-Executive Director	5,500,000	6,600,000	99,382	<0.01%
Loudon Owen	Non-Executive Director	5,500,000	6,225,000	99,593	<0.01%

*Note: Mr Umurhan and Mr Eyre are both directors of Avesoro Jersey Limited which holds 3,912,222,429 Shares representing 73.5% of the Company's issued and outstanding Shares.

The information below, set out in accordance with the requirements of the EU Market Abuse Regulation, provides further detail on the grant of options to PDMRs.

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	Serhan Umurhan
2	Reason for the notification
a)	Position/status	Director and Chief Executive Officer
b)	Initial notification/ Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Avesoro Resources Inc.
b)	LEI	N/A
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 Identification code	Stock options over common shares ISIN for Avesoro Resources Inc. common shares: CA0515471070
b)	Nature of the transaction	Grant of stock options
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		1.575p	20,000,000
d)	Aggregated information -   Aggregated volume -   Price	22,700,000 1.575p
e)	Date of the transaction	7 December 2016
f)	Place of the transaction	London Stock Exchange, AIM

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Geoff Eyre
2	Reason for the notification
a)	Position/status	Director and Chief Financial Officer
b)	Initial notification/ Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Avesoro Resources Inc.
b)	LEI	N/A
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 Identification code	Stock options over common shares ISIN for Avsesoro Resources Inc. common shares: CA0515471070
b)	Nature of the transaction	Grant of stock options
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		1.575	16,500,000
d)	Aggregated information -   Aggregated volume -   Price	16,500,000 1.575p
e)	Date of the transaction	7 December 2016
f)	Place of the transaction	London Stock Exchange, AIM

About Avesoro Resources Inc.

The Company's assets include the New Liberty Gold Mine in Liberia (the "New Liberty Gold Mine," "New Liberty" or the "mine") which has an estimated proven and probable mineral reserve of 8.5 Mt with 924,000 ounces of gold grading 3.4 g/t and an estimated measured and indicated mineral resource of 9,796 Kt with 1,143,000 ounces of gold grading 3.63 g/t and an estimated inferred mineral resource of 5,730 Kt with 593,000 ounces of gold grading 3.2 g/t.  A Definitive Feasibility Study ("DFS") has been completed, the first gold pour has taken place and commercial production has been declared.  The foregoing mineral reserve and mineral resource estimates and additional information in connection therewith are set out in the Company's technical report dated March 25, 2015 and entitled "New Liberty Gold Project, Bea Mountain Mining Licence Southern Block, Liberia, West Africa, Definitive Project Plan."

The New Liberty Gold Mine is located within the Southern Block of the 100% owned Bea Mountain mining licence.  This licence covers 478 km² and has a 25 year, renewable, mineral development agreement.  The Bea Mountain mining license also hosts additional gold projects of Ndablama, Gondoja, Weaju and Leopard Rock which are the focus of exploration programs during 2016. Ndablama has an indicated mineral resource of 386,000 ounces of gold grading 1.6 g/t and inferred mineral resource of 515,000 ounces of gold grading 1.7 g/t and Weaju has an inferred mineral resource of 178,000 ounces of gold grading 2.1 g/t.  The Yambesei (759 km²), Archaen West (112.6 km²), Mabong (36.6 km²) and Mafa West (15.6 km²) licences will also be subject to preliminary reconnaissance geological work.  The foregoing mineral resource estimates and additional information in connection therewith are set out in the Company's technical report dated December 1, 2014 and entitled "Ndablama and Weaju Gold Projects, Bea Mountain Mining Licence, Northern Block, Technical Report on Mineral Resources" ("Ndablama and Weaju Technical Report 2014").

The Company also has a gold exploration permit in Cameroon.

Qualified Persons

The Company's Qualified Person is Mark J. Pryor, who holds a BSc (Hons) in Geology & Mineralogy from Aberdeen University, United Kingdom and is a Fellow of the Geological Society of London, a Fellow of the Society of Economic Geologists and a registered Professional Natural Scientist (Pr.Sci.Nat) of the South African Council for Natural Scientific Professions.  Mark Pryor is an independent technical consultant with over 25 years of extensive global experience in exploration, mining and mine development and is a "Qualified Person" as defined in National Instrument 43 -101 "Standards of Disclosure for Mineral Projects" of the Canadian Securities Administrators and has reviewed and approves this press release.

Forward Looking Statements

Certain information contained in this Announcement constitutes forward looking information. This information may relate to future events or the Company's future performance. All information other than information of historical fact is forward looking information. The use of any of the words "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "project", "should", "believe", "predict" and "potential" and similar expressions are intended to identify forward looking information. This information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward looking information. No assurance can be given that this information will prove to be correct and such forward looking information included in this Announcement should not be unduly relied upon. This information speaks only as of the date of this Announcement.

Actual results could differ materially from those anticipated in the forward looking information contained in this news release as a result of the risk factors, including: the risk that the waiver and standstill agreement will terminate; risks normally incidental to exploration and development of mineral properties; the inability to obtain required waivers and amendments from the Company's creditors in respect of its debt repayment obligations and consequential risks of default thereon; risks related to operating in West Africa; health risks associated with the mining workforce in West Africa; risks related to the Company's title to its mineral properties; adverse changes in commodity prices; risks related to current global financial conditions; the inability of the Company to obtain, maintain, renew and/or extend required licences, permits, authorizations and/or approvals from the appropriate regulatory authorities and other risks relating to the legal and regulatory frameworks in Liberia, including adverse changes in applicable laws; competitive conditions in the mineral exploration and mining industry; risks related to obtaining insurance or adequate levels of insurance for the Company's operations; risks related to environmental regulations; uncertainties in the interpretation of results from drilling; risks related to the legal systems in Liberia; risks related to the tax residency of the Company; changes in exchange and interest rates; risks related to the activities of artisanal miners; actions of third parties that the Company is reliant upon; lack of availability at a reasonable cost or at all, of plants, equipment or labour, including required equipment, explosives and other necessary material not being delivered in the expected time frame, or at all; the inability to attract and retain key management and personnel; political risks; and future unforeseen liabilities and other factors.

The forward looking information included in this Announcement is expressly qualified by this cautionary statement and is made as of the date of this Announcement. The Company does not undertake any obligation to publicly update or revise any forward looking information except as required by applicable securities laws.

SOURCE Avesoro Resources Inc.

Avesoro Resources Inc.: Geoff Eyre, Tel: [phone]; Buchanan: Bobby Morse / Anna Michniewicz, Tel: [phone]; Numis Securities Limited (Aureus Nominated Adviser and Broker): John Prior / James Black / Paul Gillam, Tel: [phone]