REG - Sintana Energy Inc Challenger Energy - Form 8 (OPD) Challenger Energy Group

Challenger EnergyAnnouncement

28/10/2025 17:15

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RNS Number : 1799F  Sintana Energy Inc  28 October 2025

FORM 8 (OPD)

 

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

 (a) Full name of discloser:                                                     Sintana Energy, Inc
 (b) Owner or controller of interests and short positions disclosed, if          N/A
 different from 1(a):

      The naming of nominee or vehicle companies is insufficient.  For a
 trust, the trustee(s), settlor and beneficiaries must be named.
 (c) Name of offeror/offeree in relation to whose relevant securities this form  Challenger Energy Group
 relates:

      Use a separate form for each offeror/offeree
 (d) Is the discloser the offeror or the offeree?                                OFFEROR
 (e) Date position held:                                                         27 October 2025

      The latest practicable date prior to the disclosure
 (f)  In addition to the company in 1(c) above, is the discloser making          YES - Sintana Energy Inc
 disclosures in respect of any other party to the offer?

      If it is a cash offer or possible cash offer, state "N/A"

 

2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

If there are positions or rights to subscribe to disclose in more than one
class of relevant securities of the offeror or offeree named in 1(c), copy
table 2(a) or (b) (as appropriate) for each additional class of relevant
security.

 

(a)        Interests and short positions in the relevant securities of
the offeror or offeree to which the disclosure relates

 

 Class of relevant security:                                          Ordinary Shares

                                                                      Interests      Short positions

                                                                      Number  %      Number    %
 (1) Relevant securities owned and/or controlled:                     Nil     -      nil       -
 (2) Cash-settled derivatives:                                        Nil     -      nil       -

 (3) Stock-settled derivatives (including options) and agreements to  Nil     -      nil       -
 purchase/sell:
                                                                      Nil     -      nil       -

      TOTAL:

 

All interests and all short positions should be disclosed.

 

Details of any open stock-settled derivative positions (including traded
options), or agreements to purchase or sell relevant securities, should be
given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial
collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

(b)        Rights to subscribe for new securities

 

 Class of relevant security in relation to which subscription right exists:
 Details, including nature of the rights concerned and relevant percentages:

 

 

3.         POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO
THE OFFER MAKING THE DISCLOSURE

 

 Details of any interests, short positions and rights to subscribe (including
 directors' and other employee options) of any person acting in concert with
 the party to the offer making the disclosure:

 (a)   Interests held by Charlestown, their directors, close relatives and
 related trusts:

Name                             Common Shares  % of ISC
 Charlestown Energy Partners LLC  9,000,000      3.61%

(b)   Options and warrants held by Charlestown and their directors:

Type of Award / Share Plan             Name                             Warrants   Options  Ratio  Exercise Price  Date of Grant  Expiry Date
 N/A                                    Charlestown Energy Partners LLC  2,100,000  -        1:1    10p             22/05/24       28/05/26
 Board & Executive / Staff Options      Robert Bose*                     -          370,000  -      8p              04/11/24       04/11/29
 Board & Executive / Staff Options      Robert Bose*                     -          370,000  -      12p             04/11/24       04/11/29
 Board & Executive / Staff Options      Robert Bose*                     -          370,000  -      18p             04/11/24       04/11/29
 Board & Executive / Staff Options      Robert Bose*                     -          370,000  -      24p             04/11/24       04/11/29

*Robert Bose is a Principal and Managing Member of Charlestown Energy Partners

 NB. 50% of Robert Bose's options became exercisable immediately upon the date
 of grant and 50% become exercisable on 1 March 2026, unless accelerated in
 accordance with their terms.

(b)   Options and warrants held by Charlestown and their directors:

 

 

 Type of Award / Share Plan             Name                             Warrants   Options  Ratio  Exercise Price  Date of Grant  Expiry Date
 N/A                                    Charlestown Energy Partners LLC  2,100,000  -        1:1    10p             22/05/24       28/05/26
 Board & Executive / Staff Options      Robert Bose*                     -          370,000  -      8p              04/11/24       04/11/29
 Board & Executive / Staff Options      Robert Bose*                     -          370,000  -      12p             04/11/24       04/11/29
 Board & Executive / Staff Options      Robert Bose*                     -          370,000  -      18p             04/11/24       04/11/29
 Board & Executive / Staff Options      Robert Bose*                     -          370,000  -      24p             04/11/24       04/11/29

*Robert Bose is a Principal and Managing Member of Charlestown Energy Partners

 

NB. 50% of Robert Bose's options became exercisable immediately upon the date
of grant and 50% become exercisable on 1 March 2026, unless accelerated in
accordance with their terms.

 

 

Details of any open stock-settled derivative positions (including traded
options), or agreements to purchase or sell relevant securities, should be
given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial
collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

4.         OTHER INFORMATION

 

(a)        Indemnity and other dealing arrangements

 

 Details of any indemnity or option arrangement, or any agreement or
 understanding, formal or informal, relating to relevant securities which may
 be an inducement to deal or refrain from dealing entered into by the party to
 the offer making the disclosure or any person acting in concert with it:

 Irrevocable commitments and letters of intent should not be included. If there
 are no such agreements, arrangements or understandings, state "none"

 None

 

(b)        Agreements, arrangements or understandings relating to
options or derivatives

 

 Details of any agreement, arrangement or understanding, formal or informal,
 between the party to the offer making the disclosure, or any person acting in
 concert with it, and any other person relating to:

 (i)  the voting rights of any relevant securities under any option; or

 (ii) the voting rights or future acquisition or disposal of any relevant
 securities to which any derivative is referenced:

 If there are no such agreements, arrangements or understandings, state "none"

 None

 

(c)        Attachments

 

Are any Supplemental Forms attached?

 

 Supplemental Form 8 (Open Positions)  NO
 Supplemental Form 8 (SBL)             NO

 

 

 Date of disclosure:  28 October 2025
 Contact name:        Robert Bose
 Telephone number:    +1 646 322 4688

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information Service.

 

The Panel's Market Surveillance Unit is available for consultation in relation
to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk
(http://www.thetakeoverpanel.org.uk) .

 

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