REG - i3 Energy PLC - Director Dealings, Exercise of Options and TVR
27/05/2022 12:00
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RNS Number : 1074N i3 Energy PLC 27 May 2022
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 2(nd) appraisal well or 1(st)
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 c/o Camarco
Majid Shafiq (CEO) / Graham Heath (CFO) 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/ Initial
Amendment
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 instrument Ordinary shares
Identification Code
ISIN: GB00BDHXPJ60
b. Nature of the transaction Exercise of Options
c. Price(s) and volume(s) Options Exercised Exercise Price Shares Received
Majid Shafiq 11,517,500 £0.05 4,903,725
Majid Shafiq 4,666,666 £0.11 1,476,418
Graham Heath 8,427,847 £0.05 5,284,282
Graham Heath 3,583,334 £0.11 1,670,667
Linda Beal 238,827 £0.05 238,827
Linda Beal 366,666 £0.11 366,666
Richard Ames 748,800 £0.05 616,969
Richard Ames 300,000 £0.11 183,803
Neill Carson 748,800 £0.05 323,290
Neill Carson 300,000 £0.11 96,312
John Festival 748,800 £0.05 748,800
John Festival 300,000 £0.11 300,000
d. Aggregated information
- Aggregated Volume As above
- Price As above
e. Date of the transaction 27 May 2022
f. Place of the transaction UK
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/ Initial
Amendment
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 instrument Ordinary shares
Identification Code
ISIN: GB00BDHXPJ60
b. Nature of the transaction Share purchase
c. Price(s) and volume(s) Volume(s) Price(s) per share
John Festival 354,500 CA$0.435
d. Aggregated information
- Aggregated Volume As above
- Price As above
e. Date of the transaction 27 May 2022
f. Place of the transaction UK
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/
(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.
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