REG - Kistos Holdings PLC - Grant of Options, Adoption of SIP & PDMR Dealings

Kistos HoldingsAnnouncement

05/08/2024 07:00

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RNS Number : 0765Z  Kistos Holdings PLC  05 August 2024

5 August 2024

 

 

Kistos Holdings plc

 

("Kistos" or the "Company")

 

Grant of Options, Adoption of Share Incentive Plan and PDMR Dealings

 

Kistos (LSE: KIST) announces that on 1 August 2024 it made awards of options
(the "Options") over ordinary shares of £0.01 each of the Company (the
"Ordinary Shares") to certain directors of the Company. Additionally, the
Company announces the adoption of the Kistos Holdings plc Share Incentive Plan
(the "SIP") on 25 July 2024 and has invited qualifying employees of the
Company and its subsidiaries to participate in the SIP.

Grant of Options and Equity Incentive Plan

The Options have been granted over a maximum number of Ordinary Shares shown
below. The Options are being made pursuant to the terms of the Company's 2021
Equity Incentive Plan ("EIP"). The Options have an exercise price of £1.30
per Ordinary Share, being the closing price of the Ordinary Shares on 31 July
2024. This is the first grant of options to directors of the Company since its
inception in 2020, with employees also being granted further options under the
plan.

The EIP is available to all employees and, amongst other things, details that
no awards under the EIP shall be made where aggregation of such ordinary
shares under option would exceed 10% of the share capital of the Company.
Awards made under the EIP, including exercise price and number of option
awards, are made at the discretion of the remuneration committee of the Board.
Options vest in three equal annual instalments commencing on the first
anniversary of the date of grant, subject to continued employment. No other
performance conditions apply.

The details of the options are as follows:

 

 Directors      Title                    Number of Ordinary Shares subject to the Options
 Andrew Austin  Executive Chairman        676,923
 Peter Mann     Chief Executive Officer   592,308
 Richard Slape  Chief Financial Officer   507,692

 

The notifications set out at the end of this announcement, made in accordance
with the requirements of Regulation 2014/596/EU which is part of domestic
UK law pursuant to the European Union (Withdrawal) Act 2018 ("UK MAR"),
provide further detail in relation to the Options granted.

 

Adoption of Share Incentive Plan

The Company is also pleased to announce that the board of directors of the
Company adopted the Kistos Holdings plc Share Incentive Plan (the "SIP") on 25
July 2024 and has invited qualifying employees of the Company and its
subsidiaries to participate in the SIP. The qualifying employees may accept
the invitation to participate in the SIP by 14 August 2024.

The SIP is an all-employee trust arrangement adopted pursuant to Schedule 2 to
the Income Tax (Earnings and Pensions) Act 2003 pursuant to which qualifying
employees of the Company and its subsidiaries are able to acquire Ordinary
Shares (the "Partnership Shares") using deductions from their salary each
month and receive an allocation of two Ordinary Shares (the "Matching Shares")
for every one Partnership Share acquired, each at the end of the relevant
period (the "Accumulation Period"). The maximum investment by any one employee
under the SIP is £1,800 per annum.

The Company will make a further announcement in due course after 14 August
2024 confirming the persons discharging managerial responsibilities who have
committed to participate in the SIP ("PDMRs"). The Company will also make
further announcements after the end of each Accumulation Period with details
of the Partnership Shares acquired on behalf of the PDMRs and the allocation
of the Matching Shares to the PDMRs.

 

Enquiries

 

 Kistos Holdings plc                                   via Hawthorn Advisors

 Andrew Austin / Peter Mann

 Panmure Liberum (NOMAD, Joint Broker)                 Tel: 0207 886 2500

 James Sinclair-Ford / Dougie McLeod / Mark Murphy

 Berenberg (Joint Broker)                              Tel: 0203 207 7800

 Matthew Armitt / Ciaran Walsh

 Hawthorn Advisors (Public Relations Advisor)          Tel: 0203 745 4960

 Henry Lerwill / Simon Woods

 Camarco (Public Relations Advisor)                    Tel: 0203 757 4983

 Billy Clegg

 

Notes to editors

 

Kistos plc was established to acquire and manage companies in the energy
sector engaging in the energy transition trend. The Company has undertaken a
series of transactions including the acquisition of a portfolio of highly cash
generative natural gas production assets in the Netherlands from Tulip Oil
Netherlands B.V. in 2021. This was followed inJuly 2022, with the acquisition
of a 20% interest in the Greater Laggan Area (GLA) from TotalEnergies, which
includes four producing gas fields and a development project. In May 2023,
Kistos completed its third acquisition, acquiring the total share capital of
Mime Petroleum and its Norwegian Continental Shelf Assets. These comprise a
10% stake in the Balder joint venture spanning Balder and Ringhorne oil
fields.

 

Kistos is a low carbon intensity gas producer with Estimated Scope 1 CO₂
emissions from its operated activities offshore of less than 0.01 kg/boe in
2022 (excluding necessary flaring during drilling campaigns).

 

www.kistosplc.com (http://www.kistosplc.com/)

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closed associated with them.

 

The below notifications are made in accordance with the requirements of UK
MAR.

 

 1   Details of the person discharging managerial responsibilities/person closely
     associated

 a)  Name                                        Andrew Austin

 2   Reason for the notification

 a)  Position/status                             Executive Chairman

 b)  Initial Notification Amendment              Initial notification

 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                        Kistos Holdings plc

 b)  LEI                                         213800L2ET5KEP3OMV07
 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,   Ordinary shares of £0.1 each

     type  of

     instrument                                  ISIN:  GB00BLF7NX68

     Identification code

 b)  Nature of the transaction                   Grant of options under the 2021 Equity Incentive Plan
 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                 £1.30     676,923

 d)  Aggregated information

Price(s)  Volume(s)
     - Aggregated volume                         £1.30     676,923

     - Price
 e)  Date of the transaction                     1 August 2024

 f)  Place of the transaction                    N/A

 g)  Additional Information                      N/A

d)

Aggregated information

- Aggregated volume

- Price

 

 Price(s)  Volume(s)
 £1.30     676,923

e)

Date of the transaction

1 August 2024

 

f)

Place of the transaction

N/A

 

g)

Additional Information

N/A

 

 

 1   Details of the person discharging managerial responsibilities/person closely
     associated

 a)  Name                                        Peter Mann

 2   Reason for the notification

 a)  Position/status                             Chief Executive Officer

 b)  Initial Notification Amendment              Initial notification

 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                        Kistos Holdings plc

 b)  LEI                                         213800L2ET5KEP3OMV07
 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,   Ordinary shares of £0.1 each

     type  of

     instrument                                  ISIN:  GB00BLF7NX68

     Identification code

 b)  Nature of the transaction                   Grant of options under the 2021 Equity Incentive Plan
 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                 £1.30     592,308

 d)  Aggregated information

Price(s)  Volume(s)
     - Aggregated volume                         £1.30     592,308

     - Price
 e)  Date of the transaction                     1 August 2024

 f)  Place of the transaction                    N/A

 g)  Additional Information                      N/A

d)

Aggregated information

- Aggregated volume

- Price

 

 Price(s)  Volume(s)
 £1.30     592,308

e)

Date of the transaction

1 August 2024

 

f)

Place of the transaction

N/A

 

g)

Additional Information

N/A

 

 

 

 1   Details of the person discharging managerial responsibilities/person closely
     associated

 a)  Name                                        Richard Slape

 2   Reason for the notification

 a)  Position/status                             Chief Financial Officer

 b)  Initial Notification Amendment              Initial notification

 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                        Kistos Holdings plc

 b)  LEI                                         213800L2ET5KEP3OMV07
 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,   Ordinary shares of £0.1 each

     type  of

     instrument                                  ISIN:  GB00BLF7NX68

     Identification code

 b)  Nature of the transaction                   Grant of options under the 2021 Equity Incentive Plan
 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                 £1.30     507,692

 d)  Aggregated information

Price(s)  Volume(s)
     - Aggregated volume                         £1.30     507,692

     - Price
 e)  Date of the transaction                     1 August 2024

 f)  Place of the transaction                    N/A

 g)  Additional Information                      N/A

d)

Aggregated information

- Aggregated volume

- Price

 

 Price(s)  Volume(s)
 £1.30     507,692

e)

Date of the transaction

1 August 2024

 

f)

Place of the transaction

N/A

 

g)

Additional Information

N/A

 

 

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