5 Aug 2019 07:00
5 August 2019
Victoria Oil & Gas Plc ("VOG" or "the Company")
Grant of Options to Directors and employees
Victoria Oil & Gas Plc announces that further to the Company's circular to shareholders dated 11 March 2019, a long-term incentive programme ("LTIP") for Directors, management and employees has been adopted by the Board on 31 July 2019 ('Date of Grant"). As conveyed to the shareholder circular dated 11 March 2019, the Annual Report and Accounts to 31 December 2019, and in our Pre-AGM Trading Update dated 27 June 2019, the options programme has been implemented to enable us to reduce Executive and Non-Executive Directors fees and align the interests of all of our Directors and employees to those of our shareholders.
On the Date of Grant, options totalling 13 million Ordinary Shares (or 5.1% of issued share capital of the Company) have been granted at a price of 14p. All share options have exercise periods of 5 years following vesting dates. The share options have been granted to the Executive Directors and employees pursuant to the LTIP. Share options to the Non-Executive Directors have been granted as per individual Option Agreements.
The following notification has been made to the FCA in accordance with the requirements of article 19.3 of the EU Market Abuse Regulation:
1
| Details of the person discharging managerial responsibilities / person closely associated | |
a)
| Name
| 1. Roger Kennedy 2. Dostan Investments Limited * 3. Andrew Diamond 4. John Knight 5. John Daniel
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2
| Reason for the notification: Allotment of shares options to Directors/PDMR | |
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| a) | Position/status | 1. Executive Chairman 2. Person Closely Associated with Ahmet Dik - Chief Executive Officer * 3. Finance Director 4. Non-Executive Director 5. Non-Executive Director
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b) | Initial notification /Amendment | Initial notification |
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3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
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a)
| Name
| Victoria Oil & Gas plc |
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b)
| LEI
| 213800JHNB148AXECS22 |
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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 |
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a)
| Description of the financial instrument, type of instrument | Ordinary shares of 0.5p each |
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Identification code | GB00BRWR3752 |
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b)
| Nature of the transaction | Grant of Options made to the Executive Directors, employees and Non-Executive Directors under the Victoria Oil & Gas Plc Long Term Incentive Plan
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c)
| Price(s) and volume(s) | Director Name | Price | Number of share options |
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| 1. Roger Kennedy 2. Ahmet Dik * 3. Andrew Diamond 4. John Knight 5. John Daniel
| 1. 14 pence 2. 14 pence 3. 14 pence 4. 14 pence 5. 14 Pence
| 1. 3,500,000 2. 4,000,000 3. 2,000,000 4. 1,000,000 5. 1,000,000
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d)
| Aggregated information |
N/A |
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e)
| Date of the transactions
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31 July 2019 |
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f)
| Place of the transaction | Outside of a main market |
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* Share Options awarded to Dostan Investments Limited, a company owned and controlled by Ahmet Dik (Chief Executive Officer)
Furthermore, the Company announces that Dostan Investments Limited, a company owned and controlled by Ahmet Dik (Chief Executive Officer) has elected to exercise its options awarded as part of the Annual Bonus Plan of 2016. A total of 433,735 new ordinary shares ("Ordinary Shares") of 0.5p each in the Company have been issued pursuant to the exercise of these options.
An application has been made to the London Stock Exchange for the admission of the new Ordinary Shares to trading on AIM ("Admission"). Admission is expected to become effective and dealings in the new Ordinary Shares are expected to commence at 8.00 a.m. on 9 August 2019. Following Admission, the Company will have 256,861,796 Ordinary Shares in issue.
The following notification has been made to the FCA in respect of the exercise of options by Mr Dik in accordance with the requirements of article 19.3 of the EU Market Abuse Regulation:
| 1
| Details of the person discharging managerial responsibilities / person closely associated | |||||||
| a)
| Name
| Dostan Investments Limited *
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| 2
| Reason for the notification: Exercise of share options by a Director/PDMR | |||||||
| a) | Position/status | Person closely Associated with Ahmet Dik - Chief Executive Officer *
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b) | Initial notification /Amendment | Initial notification |
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3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a)
| Name
| Victoria Oil & Gas plc |
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b)
| LEI
| 213800JHNB148AXECS22 |
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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 |
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a)
| Description of the financial instrument, type of instrument | Ordinary shares of 0.5p each |
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Identification code | GB00BRWR3752 |
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b)
| Nature of the transaction | Exercise of Options |
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c)
| Price(s) and volume(s) | Director Name | Price | Number of share options |
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| Ahmet Dik *
| Nil | 433,735 |
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d)
| Aggregated information |
N/A |
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e)
| Date of the transactions | 1 August 2019 |
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f)
| Place of the transaction | Outside of a main market |
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* Share issued to Dostan Investments Limited, a company owned and controlled by Ahmet Dik (Chief Executive Officer)
For further information, please visit www.victoriaoilandgas.com or contact:
Victoria Oil & Gas Plc
Ahmet Dik Tel: +44 (0) 20 7921 8820
Kate Baldwin
Strand Hanson Limited (Nominated and Financial Adviser)
Rory Murphy / James Dance / Jack Botros Tel: +44 (0) 20 7409 3494
Shore Capital Stockbrokers Limited (Joint Broker)
Mark Percy / Toby Gibbs (corporate finance) Tel: +44 (0) 207 408 4090
Jerry Keen (corporate broking)
FirstEnergy Capital LLP (Joint Broker)
Jonathan Wright / Hugh Sanderson Tel: +44 (0) 207 448 0200
Camarco (Financial PR)
Billy Clegg Tel: +44 (0) 203 757 4983
Nick Hennis Tel: +44 (0) 203 781 8330