26 Jul 2018 07:00
26 July 2018
Diversified Gas & Oil PLC
("DGO" or the "Company")
Grant of Share Options
Diversified Gas & Oil PLC (AIM: DGOC), a leading US based gas and oil producer, announced the acquisition of EQT entities holding certain gas and oil assets and the accompanying share placing on 29 June 2018. The announcement set out the recommendation of the Remuneration Committee that options over 15,450,000 DGO ordinary shares of 1p each be granted to a total of 17 executive Directors and senior employees (the "Share Options").
The award of Share Options has been confirmed by the board at the recommendation of the Remuneration Committee and the Company announces that it has granted the Share Options to the following executive Directors and persons discharging managerial responsibilities ("PDMRs"), pursuant to the Company's Share Option Scheme (the "Scheme"):
Existing share-holding | % of existing share capital | Existing options held(1) | New Options granted | Total optionsheld | Total share options % of issued share capital | |
Executive Directors | ||||||
Robert "Rusty" Hutson Jr | 20,000,000 | 3.95% | 0 | 6,000,000 | 6,000,000 | 1.18% |
Bradley Gray | 2,210,481 | 0.44% | 0 | 2,750,000 | 2,750,000 | 0.54% |
PDMR | ||||||
Eric Williams | 0 | - | 110,000 | 1,750,000 | 1,860,000 | 0.37% |
Michael Garrett | 0 | - | 75,000 | 750,000 | 825,000 | 0.16% |
Bryan Berry | 0 | - | 0 | 750,000 | 750,000 | 0.15% |
(1) Options granted in the form of Restricted Stock Units
In summary the terms of the Share Options are:
· The Shares Options granted to the executive Directors and PDMRs will be exercisable at a price of 84 pence per share;
· The Share Options will vest in three equal tranches following publication of the Annual Report & Accounts in respect of the years ending 31 December 2020, 31 December 2021 and 31 December 2022;
· One third of the Share Options will be exercisable without performance-based vesting conditions;
· The remaining two thirds of the Share Options will be exercisable subject to the satisfaction of certain performance-based vesting conditions.
Following the above grants, the Company has a total of 16,245,002 ordinary shares currently under option, representing approximately 3.21 per cent of the Company's issued share capital.
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
For further information, please contact:
Diversified Gas & Oil PLC Rusty Hutson Jr., Chief Executive Officer Brad Gray, Chief Operating Officer and Finance Director Eric Williams, Chief Financial Officer www.dgoc.com
| + 1 (205) 408 0909
| ||
Smith & Williamson Corporate Finance Limited (Nominated Adviser) Russell Cook Katy Birkin Ben Jeynes
| +44 (0)20 7131 4000
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Mirabaud Securities Limited (Joint Broker) Peter Krens Edward Haig-Thomas
| +44 (0)20 3167 7221
| ||
Stifel Nicolaus Europe Limited (Joint Broker) Callum Stewart Nicholas Rhodes Ashton Clanfield
| +44 (0)20 7710 7600 | ||
Buchanan (Financial Public Relations) Ben Romney Chris Judd Henry Wilson dgo@buchanan.uk.com | +44 (0)20 7466 5000
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1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Robert "Rusty" Russell Hutson Jr | ||||
2 | Reason for Notification | |||||
a) | Position/status | 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 | Diversified Gas & Oil plc | ||||
b) | LEI | 213800YR9TFRVHPGOS67 | ||||
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 | Options over Ordinary Shares of 1 pence each
ISIN: GB00BYX7JT74 | ||||
b) | Nature of the transaction | Grant of options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | |||||
e) | Date of the transaction | 25 July 2018 | ||||
f) | Place of the transaction | XOFF | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Bradley Grafton Gray | ||||
2 | Reason for Notification | |||||
a) | Position/status | Finance Director and US Chief Operating Officer | ||||
b) | Initial notification/Amendment | Initial Notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Diversified Gas & Oil plc | ||||
b) | LEI | 213800YR9TFRVHPGOS67 | ||||
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 | Options over Ordinary Shares of 1 pence each
ISIN: GB00BYX7JT74 | ||||
b) | Nature of the transaction | Grant of options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | |||||
e) | Date of the transaction | 25 July 2018 | ||||
f) | Place of the transaction | XOFF | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Eric Michael Williams | ||||
2 | Reason for Notification | |||||
a) | Position/status | 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 | Diversified Gas & Oil plc | ||||
b) | LEI | 213800YR9TFRVHPGOS67 | ||||
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 | Options over Ordinary Shares of 1 pence each
ISIN: GB00BYX7JT74 | ||||
b) | Nature of the transaction | Grant of options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | |||||
e) | Date of the transaction | 25 July 2018 | ||||
f) | Place of the transaction | XOFF | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Michael Walton Garrett | ||||
2 | Reason for Notification | |||||
a) | Position/status | Vice President of Accounting and Controller | ||||
b) | Initial notification/Amendment | Initial Notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Diversified Gas & Oil plc | ||||
b) | LEI | 213800YR9TFRVHPGOS67 | ||||
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 | Options over Ordinary Shares of 1 pence each
ISIN: GB00BYX7JT74 | ||||
b) | Nature of the transaction | Grant of options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | |||||
e) | Date of the transaction | 25 July 2018 | ||||
f) | Place of the transaction | XOFF | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Bryan Keith Berry | ||||
2 | Reason for Notification | |||||
a) | Position/status | Vice President of Finance | ||||
b) | Initial notification/Amendment | Initial Notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Diversified Gas & Oil plc | ||||
b) | LEI | 213800YR9TFRVHPGOS67 | ||||
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 | Options over Ordinary Shares of 1 pence each
ISIN: GB00BYX7JT74 | ||||
b) | Nature of the transaction | Grant of options | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | |||||
e) | Date of the transaction | 25 July 2018 | ||||
f) | Place of the transaction | XOFF | ||||