Last checked at 20 Mar 2014 15:08
20 March 2014
Petrofac Limited (the 'Company')
Notification of Transactions by
Persons Discharging Managerial Responsibilities
Pursuant to the Company's obligations under Disclosure and Transparency Rule 3.1.4, the Company hereby makes the following notifications in respect of its Executive Directors and their awards and vestings of ordinary shares of US$0.02 each in the Company (the 'Shares') under the Petrofac Performance Share Plan ('PSP') and the Petrofac Deferred Bonus Share Plan ('DBSP'),which took place on Wednesday 19 March 2014. The Company takes the view that it is only its Directors who may be regarded as Persons Discharging Managerial Responsibilities ('PDMRs').
These awards and vestings form part of the Company's annual bonus cycle. Details of each PDMR's position before and after the awards and vestings are outlined in the tables below.
PSP
PSP awards are made by the Company to senior executives and generally vest on the third anniversary of the date of grant, provided a participant does not leave the Company's employment and to the extent that performance conditions have been satisfied. Awards are made at nil cost to participants.
| Total number of Shares held under the PSP prior to 19 March 2014 | Number of Shares vested on 19 March 20143
| Number of Shares lapsed on 19 March 20143 | Number of Shares sold on 19 March 2014 | Number of Shares awarded under the PSP on 19 March 2014 | Total number of Shares held under the PSP after 19 March 2014 |
Ayman Asfari1 | 269,332 | 14,640 | 97,981 | 6,892 | 84,583 | 241,294 |
Marwan Chedid2 | 119,479 | 2,801 | 18,751 | - | 48,583 | 146,510 |
Tim Weller | 99,192 | - | - | - | 58,840 | 158,032 |
1 Ayman Asfari elected to sell sufficient Shares to satisfy his tax liability. The average share price for the Shares sold was 1384.4732 pence. His shareholding in the Company has therefore increased by the number of his unsold vested Shares. See the last table below for details of his shareholding after 19 March 2014.
2 Marwan Chedid elected not to sell any Shares and, as a consequence, his shareholding in the Company has increased by the number of Shares vested. See the last table below for details of their shareholdings after 19 March 2014.
3 Following the end of the three year performance period in respect of the 2011 PSP award, the performance conditions were such that 13% of the award vested, with the balance lapsing.
DBSP
Under the DBSP, selected employees are required to defer a proportion of their annual cash bonus in Shares. Prior to Marwan Chedid's appointment as a Director of the Company he was entitled to participate in the DBSP. The following notification sets out the vesting of his final tranche of awards:
Total number of Shares held under the DBSP prior to 19 March 2014 | Number of Shares vested on 19 March 2014 | Number of Shares sold on 19 March 2014 | Total number of Shares held under the DBSP after 19 March 2014 | |
Marwan Chedid | 21,558 | 21,558 | - | 0 |
Following these transactions, the PDMRs and their connected persons hold the following beneficial interests in the Company.
Total number of Shares held in the Company prior to 19 March 2014 | Total number of Shares held in the Company after 19 March 2014 | Total number of Shares held in the Company after 19 March 2014, expressed as % of the total shares in issue | |
Ayman Asfari | 62,950,678 | 62,958,426 | 18.20% |
Marwan Chedid | 1,368,733 | 1,393,092 | 0.40% |
Tim Weller | 46,236 | 46,236 | 0.01% |
The Company's issued share capital consists of 345,912,747 Shares with voting rights. Each Share carries the right to one vote. The Company does not hold any Shares in Treasury.
For further information contact:
Petrofac Limited
Andrew Wilkinson
020 7811 4900
Tulchan Communications Group Ltd
Martin Robinson
Tel: +44 (0) 20 7353 4200
petrofac@tulchangroup.com