Last checked at 27 May 2022 11:59
27 May 2022
i3 Energy plc
("i3" or the "Company")
Director Dealings, Exercise of Options and TVR
i3 Energy plc (AIM:I3E) (TSX:ITE), an independent oil and gas company with assets and operations in the UK and Canada, is pleased to announce that employees have elected to exercise options ("Options Exercise") over an aggregate 114,547,030 ordinary shares ("Option Shares") of the Company.
The Company has today issued 66,305,381 million ordinary shares to be admitted to trading on 6 June 2022 ("Admission"). The participants of the Option Exercise include all executive and non-executive directors and practically all other employees (the "Share Option Participants"), collectively representing 99% of all currently vested options. Details in relation to the Option Shares issued to Directors are contained in the table below. To minimise dilution while enabling staff to exercise options, the Company primarily settled in ordinary shares only the post-tax in-the-money value of the options (based on c.28p per share), thereby reducing the resulting Option Shares and associated dilution by 42%.
Following the exercise of the Option Shares by the Share Option Participants, and as far as the Company is aware, the total employee shareholding in the company is now 7.3% and the Directors have increased their aggregate shareholding from 1.8% to 3.1% as detailed in the table below:
Name | Position | Ordinary Shares held previously | % of total issued share capital | Options Exercised | Option Shares Issued | Ordinary Shares held following exercise | % of enlarged issued share capital |
Majid Shafiq | CEO | 2,951,141 | 0.26% | 16,184,166 | 6,380,143 | 9,331,284 | 0.78% |
Graham Heath | CFO | 8,550,495 | 0.76% | 12,011,181 | 6,954,949 | 15,505,444 | 1.30% |
Linda Beal | Interim Non-Executive Chairperson | 700,000 | 0.06% | 605,493 | 605,493 | 1,305,493 | 0.11% |
Richard Ames | Non-Executive Director | 738,951 | 0.07% | 1,048,800 | 800,772 | 1,539,723 | 0.13% |
Neill Carson | Non-Executive Director | 7,246,509 | 0.64% | 1,048,800 | 419,602 | 7,666,111 | 0.64% |
John Festival | Non-Executive Director | 553,560(1) | 0.02% | 1,048,800 | 1,048,800 | 1602,360 | 0.13% |
1) Includes 354,500 Director Share Purchase disclosed below
Following the Options Exercise, 23,474,495 vested and unvested options remain in issuance as detailed in the table below:
Option Exercise Price | Vested, Not Exercised | Not Vested | Vesting Conditions for Non-Vested Options |
0.01p | 853,652 | 0 | None |
5p | 573,198 | 0 | None |
11p | 2,152,498 | 19,895,147 | 1,466,667 options vest on spud of the 2nd appraisal well or 1st development well on Serenity or Liberator fields or all remaining options vest on the addition of 2,500 boepd of European production. 12,253,481 vest on the addition of 9,250 boepd or 50 mm bbls of 2P reserves in Canada. 6,174,999 options vest on the achievement of any of these targets in the UK or Canada. |
The Directors interests in remaining unvested options are detailed in the table below:
Name | Position | 11p Options |
Majid Shafiq | CEO | 2,333,333 |
Graham Heath | CFO | 1,791,667 |
Linda Beal | Interim Non-Executive Chairman | 183,333 |
Richard Ames | Non-Executive Director | 150,000 |
Neill Carson | Non-Executive Director | 150,000 |
John Festival | Non-Executive Director | 150,000 |
Director Share Purchase
It is also noted today that John Festival, Non-executive Director at i3, has acquired 354,500 shares on 26 May 2022 on the TSX at an average price of CA$0.435 per share.
Total Voting Rights
Following Admission, the Company's issued share capital will consist of 1,192,731,373 ordinary shares of £0.0001 each and should be used by shareholders as the denominator for the calculation by which they determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
Linda Beal, Interim Chairperson of i3 Energy plc, commented:
"The Company is very proud of its performance over the last two years. Following i3's entry into the Canadian oil and gas sector with the announcement in March 2020 of the acquisition of an option to acquire Toscana Energy Income Corporation and its circa 1000 boepd and 4.7 mmboe of 2P reserves, the Company set itself aggressive reserves and production growth targets, ultimately targeting 20,000 boepd by July 2022. The Company exited Q1 2022 above 20,000 boepd with audited 2P reserves of 154 mmboe. This has led to the vesting of the majority of options issued to Directors and employees. Following the publication of our annual financial statements and other recent disclosure, the staff are in one of a limited number of clear periods to trade the Company's stock and we are delighted that so many have decided to exercise their incentive plan options. This Options Exercise allows all our staff to become fully invested as shareholders, to benefit from dividend payments, share in the success they have helped create and be fully incentivised to continue their efforts to grow the value of the business for all our stakeholders. The Company is also very pleased to have effected the Options Exercise in a manner that substantially limits the dilution normally observed through cashless exercise."
END
Enquiries:
i3 Energy plc Majid Shafiq (CEO) / Graham Heath (CFO) | c/o Camarco Tel: +44 (0) 203 781 8331 |
| |
WH Ireland Limited (Nomad and Joint Broker) James Joyce, Darshan Patel |
Tel: +44 (0) 207 220 1666 |
| |
Tennyson Securities (Joint Broker) Peter Krens |
Tel: +44 (0) 207 186 9030 |
| |
Stifel Nicolaus Europe Limited (Joint Broker) Ashton Clanfield, Callum Stewart |
Tel: +44 (0) 20 7710 7600 |
| |
Camarco Georgia Edmonds, James Crothers, Violet Wilson |
Tel: +44 (0) 203 781 8331 |
The following notifications are made in accordance with the requirements of the UK Market Abuse Regulation relating to certain transactions by persons discharging managerial responsibility:
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||||||||||||||||||||||||||||||||||||||||||||||||
a. | Name | Majid Shafiq Graham Heath Linda Beal Richard Ames Neill Carson John Festival | ||||||||||||||||||||||||||||||||||||||||||||||||||||
2 | Reason for notification | |||||||||||||||||||||||||||||||||||||||||||||||||||||
a. | Position/Status | Majid Shafiq CEO Graham Heath CFO Linda Beal Interim Non-Executive Chairperson Richard Ames Non-Executive Director Neill Carson Non-Executive Director John Festival Non-Executive Director | ||||||||||||||||||||||||||||||||||||||||||||||||||||
b. | Initial notification/ Amendment | Initial | ||||||||||||||||||||||||||||||||||||||||||||||||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||||||||||||||||||||||||||||||||||||||||||||||
a. | Name | i3 Energy plc | ||||||||||||||||||||||||||||||||||||||||||||||||||||
b. | LEI | 213800949OZA9QA9FS17 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
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 instrumentIdentification Code | Ordinary shares
ISIN: GB00BDHXPJ60
| ||||||||||||||||||||||||||||||||||||||||||||||||||||
b. | Nature of the transaction | Exercise of Options | ||||||||||||||||||||||||||||||||||||||||||||||||||||
c. | Price(s) and volume(s) |
| ||||||||||||||||||||||||||||||||||||||||||||||||||||
d. | Aggregated information
- Aggregated Volume
- Price |
As above
As above | ||||||||||||||||||||||||||||||||||||||||||||||||||||
e. | Date of the transaction | 27 May 2022 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
f. | Place of the transaction | UK | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | ||||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a. | Name | John Festival | ||||||
2 | Reason for notification | |||||||
a. | Position/Status | Non-Executive Director | ||||||
b. | Initial notification/ Amendment | Initial | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a. | Name | i3 Energy plc | ||||||
b. | LEI | 213800949OZA9QA9FS17 | ||||||
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 instrumentIdentification Code | Ordinary shares
ISIN: GB00BDHXPJ60
| ||||||
b. | Nature of the transaction | Share purchase | ||||||
c. | Price(s) and volume(s) |
| ||||||
d. | Aggregated information
- Aggregated Volume
- Price |
As above
As above | ||||||
e. | Date of the transaction | 27 May 2022 | ||||||
f. | Place of the transaction | UK | ||||||
Notes to Editors:
i3 Energy is an oil and gas Company with a low cost, diversified, growing production base in Canada's most prolific hydrocarbon region, the Western Canadian Sedimentary Basin and appraisal assets in the North Sea with significant upside.
The Company is well positioned to deliver future growth through the optimisation of its existing 100% owned asset base and the acquisition of long life, low decline conventional production assets.
i3 is dedicated to responsible corporate practices and the environment, and places high value on adhering to strong Environmental, Social and Governance ("ESG") practices. i3 is proud of its performance to date as a responsible steward of the environment, people, and capital management. The Company is committed to maintaining an ESG strategy, which has broader implications to long-term value creation, as these benefits extend beyond regulatory requirements.
i3 Energy is listed on the AIM market of the London Stock Exchange under the symbol I3E and on the Toronto Stock Exchange under the symbol ITE. For further information on i3 Energy please visit https://i3.energy/.
This announcement contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014.