2 Jan 2014 14:11
2 January 2014
RUSPETRO plc ('Ruspetro' or the 'Company')
Director's Dealing in Shares and TR-1 Notification
London, 2 January 2014: The Company was informed on 31 December 2013 that Bristol Technologies Limited and Nervent Limited, both companies beneficially owned by the Chairman of Ruspetro, Mr Chistyakov, have entered into a sale and repurchase agreement for 43,522,788 Ruspetro plc ordinary shares with Makayla Investments Limited, owned by Mr Rappoport (a founder investor of Ruspetro), under which the shares will be sold to Makayla Investment Limited and then repurchased within 180 days from the contractual date of 31 December 2013.
Annex DTR3
Notification of Transactions of Directors/Persons Discharging Managerial
Responsibility and Connected Persons
All relevant boxes should be completed in block capital letters.
1. | Name of the issuer
RUSPETRO PLC | 2. | State whether the notification relates to (i) a transaction notified in accordance with DTR 3.1.2 R, (ii) a disclosure made in accordance with LR 9.8.6R(1) or (iii) a disclosure made in accordance with section 793 of the Companies Act (2006).
DTR 3.1.2 R
|
3. | Name of person discharging managerial responsibilities/director
ALEXANDER CHISTYAKOV | 4. | State whether notification relates to a person connected with a person discharging managerial responsibilities/director named in 3 and identify the connected person
NO
|
5. | Indicate whether the notification is in respect of a holding of the person referred to in 3 or 4 above or in respect of a non-beneficial interest1
ALEXANDER CHISTYAKOV
| 6. | Description of shares (including class), debentures or derivatives or financial instruments relating to shares
ORDINARY SHARES OF 10p |
7. | Name of registered shareholders(s) and, if more than one, the number of shares held by each of them Nevent Limited - 32,092,788 Bristol Technologies Ltd - 11,430,000
| 8. | State the nature of the transaction
Sale and Repurchase Agreement |
9. | Number of shares, debentures or financial instruments relating to shares acquired
N/A
| 10. | Percentage of issued class acquired (treasury shares of that class should not be taken into account when calculating percentage)
N/A |
11. | Number of shares, debentures or financial instruments relating to shares disposed
43,522,788 SHARES
| 12. | Percentage of issued class disposed (treasury shares of that class should not be taken into account when calculating percentage)
13.05%
|
13. | Price per share or value of transaction
N/A
| 14. | Date and place of transaction
31 DECEMBER 2013, LONDON, UK
|
15. | Total holding following notification and total percentage holding following notification (any treasury shares should not be taken into account when calculating percentage)
13,758,687 - 4.13% | 16. | Date issuer informed of transaction
31 DECEMBER 2013
|
If a person discharging managerial responsibilities has been granted options by the issuer
17. | Date of grant
N/A | 18. | Period during which or date on which exercisable
N/A
|
19. | Total amount paid (if any) for grant of the option
N/A
| 20. | Description of shares or debentures involved (class and number)
N/A |
21. | Exercise price (if fixed at time of grant) or indication that price is to be fixed at the time of exercise
N/A
| 22. | Total number of shares or debentures over which options held following notification
N/A |
23. | Any additional information
N/A
| 24. | Name of contact and telephone number for queries
Dominic Manley, +44 207 318 1265 |
Name of authorised official of issuer responsible for making notification:
D Manley
Date of Notification 2 January 2014
Notes: This form is intended for use by an issuer to make a RIS notification required by DTR 3.1.4.
(1) An issuer making a notification in respect of a transaction relating to the shares or
debentures of the issuer should complete boxes 1 to 16, 23 and 24.
(2) An issuer making a notification in respect of a derivative relating the shares of the
issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23 and 24.
(3) An issuer making a notification in respect of options granted to a director/person
discharging managerial responsibilities should complete boxes 1 to 3 and 17 to 24.
(4) An issuer making a notification in respect of a financial instrument relating to the
shares of the issuer (other than a debenture) should complete boxes 1 to 4, 6, 8, 9,
13, 14, 16, 23 and 24.
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi |
1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached: ii | RUSPETRO PLC | ||||
2 Reason for the notification (please tick the appropriate box or boxes): | |||||
An acquisition or disposal of voting rights | ü | ||||
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached | |||||
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments | |||||
An event changing the breakdown of voting rights | |||||
Other (please specify): | |||||
3. Full name of person(s) subject to thenotification obligation: iii | ALEXANDER CHISTYAKOV | ||||
4. Full name of shareholder(s) (if different from 3.):iv | NERVENT LIMITED BRISTOL TECHNOLOGIES LIMITED
| ||||
5. Date of the transaction and date onwhich the threshold is crossed orreached: v | 31st December 2013 | ||||
6. Date on which issuer notified: | 31st December 2013 | ||||
7. Threshold(s) that is/are crossed orreached: vi, vii | LESS than 17% | ||||
8. Notified details: | ||||||||||||||||
A: Voting rights attached to shares viii, ix | ||||||||||||||||
Class/type ofshares if possible usingthe ISIN CODE | Situation previousto the triggeringtransaction | Resulting situation after the triggering transaction | ||||||||||||||
NumberofShares | NumberofVotingRights | Numberof shares | Number of votingrights | % of voting rights x | ||||||||||||
Direct | Direct xi | Indirect xii | Direct | Indirect | ||||||||||||
ORDINARY | 57,281,475 | 57,281,475 | 13,758,687 | 4.13% | ||||||||||||
B: Qualifying Financial Instruments | ||||||||||||||||
Resulting situation after the triggering transaction | ||||||||||||||||
Type of financialinstrument | Expirationdate xiii | Exercise/Conversion Period xiv | Number of votingrights that may beacquired if theinstrument isexercised/ converted. | % of votingrights | ||||||||||||
N/A | ||||||||||||||||
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi | ||||||||||||||||
Resulting situation after the triggering transaction | ||||||||||||||||
Type of financialinstrument | Exercise price | Expiration date xvii | Exercise/Conversion period xviii | Number of voting rights instrument refers to
| % of voting rights xix, xx
| |||||||||||
N/A |
| Nominal | Delta | |||||||||||||
Total (A+B+C) | ||||||||||||||||
Number of voting rights | Percentage of voting rights | |||||||||||||||
13,758,687 | 4.13% | |||||||||||||||
9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable: xxi | ||
Alexander Chistyakov, an Executive Director of RUSPETRO PLC, indirectly owns RUSPETRO PLC through BRISTOL TECHNOLOGIES LIMITED and NERVENT LIMITED | ||
Proxy Voting: | ||
10. Name of the proxy holder: | N/A | |
11. Number of voting rights proxy holder will ceaseto hold: | N/A | |
12. Date on which proxy holder will cease to holdvoting rights: | N/A | |
13. Additional information: | N/A | |
14. Contact name: | MS IRINA BABIRENKO | |
15. Contact telephone number: | +7-495-6470447 | |
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi |
1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached: ii | RUSPETRO PLC | ||||
2 Reason for the notification (please tick the appropriate box or boxes): | |||||
An acquisition or disposal of voting rights | ü | ||||
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached | |||||
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments | |||||
An event changing the breakdown of voting rights | |||||
Other (please specify): | |||||
3. Full name of person(s) subject to thenotification obligation: iii | MAKAYLA INVESTMENTS LIMITED | ||||
4. Full name of shareholder(s) (if different from 3.):iv | MAKAYLA INVESTMENTS LIMITED | ||||
5. Date of the transaction and date onwhich the threshold is crossed orreached: v | 31st December 2013 | ||||
6. Date on which issuer notified: | 31st December 2013 | ||||
7. Threshold(s) that is/are crossed orreached: vi, vii | More than 21% | ||||
8. Notified details: | ||||||||||||||||
A: Voting rights attached to shares viii, ix | ||||||||||||||||
Class/type ofshares if possible usingthe ISIN CODE | Situation previousto the triggeringtransaction | Resulting situation after the triggering transaction | ||||||||||||||
NumberofShares | NumberofVotingRights | Numberof shares | Number of votingrights | % of voting rights x | ||||||||||||
Direct | Direct xi | Indirect xii | Direct | Indirect | ||||||||||||
ORDINARY | 28,837,751 | 28,837,751 | 72,360,539 | 21,70% | ||||||||||||
B: Qualifying Financial Instruments | ||||||||||||||||
Resulting situation after the triggering transaction | ||||||||||||||||
Type of financialinstrument | Expirationdate xiii | Exercise/Conversion Period xiv | Number of votingrights that may beacquired if theinstrument isexercised/ converted. | % of votingrights | ||||||||||||
N/A | ||||||||||||||||
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi | ||||||||||||||||
Resulting situation after the triggering transaction | ||||||||||||||||
Type of financialinstrument | Exercise price | Expiration date xvii | Exercise/Conversion period xviii | Number of voting rights instrument refers to
| % of voting rights xix, xx
| |||||||||||
N/A |
| Nominal | Delta | |||||||||||||
Total (A+B+C) | ||||||||||||||||
Number of voting rights | Percentage of voting rights | |||||||||||||||
72,360,539 | 21.70% | |||||||||||||||
9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable: xxi | ||
N/A | ||
Proxy Voting: | ||
10. Name of the proxy holder: | N/A | |
11. Number of voting rights proxy holder will ceaseto hold: | N/A | |
12. Date on which proxy holder will cease to holdvoting rights: | N/A | |
13. Additional information: | N/A | |
14. Contact name: | MR IRAKLI CHICHUA | |
15. Contact telephone number: | +7-495-6467330 | |
Ruspetro (RPO)