REG - Scirocco Energy PLC - Cancellation of SILOF Options

Scirocco EnergyAnnouncement

06/02/2024 12:30

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RNS Number : 2114C  Scirocco Energy PLC  06 February 2024

6 February 2024

Scirocco Energy plc

 

("Scirocco" or "the Company")

 

Cancellation of SILOF Options

 

Scirocco Energy plc (AIM: SCIR), the AIM investing company targeting
attractive assets within the European sustainable energy and circular economy
markets, today confirms the cancellation of certain options held by Directors
and former Directors under the "Shares in Lieu of Fees" option scheme (the
"SILOF Scheme").

During 2020 - 2022 certain Directors and former Directors agreed to defer
salaries to preserve cash in the business in exchange for options over new
ordinary shares as facilitated by the SILOF Scheme. Over the deferral period
the Company benefited from cash savings of c. £447k.

A resolution was proposed at Scirocco's AGM in 2023 seeking an authority to
allot up to 70.7 million new ordinary shares to satisfy the exercise of
options issued under the SILOF Scheme. This authority would have enabled the
Company to meet its contractual obligations to certain Directors and former
Directors pursuant to the SILOF Scheme. The authority was not granted by
Shareholders and as a result, and as the AGM circular detailed, the Company is
now obliged to settle the amounts owed in cash, rather than through the issue
of new ordinary shares.

The options issued pursuant to the SILOF Scheme - totalling c. 70.7 million
options and representing approximately 8% of the total issued ordinary share
capital of the Company - have now been cancelled and the corresponding
deferred salaries of, in aggregate, c. £447k has now been paid to the scheme
participants. This represents a no gain, no loss position for the Company and
also for the scheme participants who deferred salary entitlements during 2020
- 2022.

Given that the Company's Chairman Alastair Ferguson and CEO Tom Reynolds are
participants in the SILOF Scheme, an independent committee of the Board was
formed consisting of directors Matt Bower and Niall Roberts to consider the
terms of the cancellation. The independent committee of the Board approved the
terms of the cancellation on 1 February 2024.

 

For further information:

 Scirocco Energy plc                               +44 (0)20 7466 5000

 Tom Reynolds, CEO

 Strand Hanson Limited, Nominated Adviser          +44 (0) 20 7409 3494

 Ritchie Balmer / James Spinney / Robert Collins
 WH Ireland Limited, Broker                        +44 (0) 207 220 1666

 Harry Ansell / Katy Mitchell
 Buchanan, Financial PR                            +44 (0)20 7466 5000

 Ben Romney / Barry Archer / George Pope

 

PDMR Notification Form

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         1.     Tom Reynolds

                                                                  2.     Alastair Ferguson
 2.  Reason for the Notification
 a)  Position/status                                              1.     Chief Executive Officer

                                                                  2.     Non-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                                                         Scirocco Energy plc
 b)  LEI                                                          213800Z1HYXMO2FSDM70
 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  Share options (in lieu of fees) over ordinary shares of GBP0.002 each in the
                                                                  share capital of Scirocco Energy plc
     Identification code                                          GB00BF1BK408
 b)  Nature of the Transaction                                    Cancellation of options over ordinary shares
 c)  Price(s) and volume(s)                                       Price(s)         Volume(s)
                                                                  1.     n/a       1.     5,988,397

                                                                  2.     n/a       2.     14,923,292
 d)  Aggregated information                                       Aggregate volume: 20,911,689

     Aggregated volume Price                                      Aggregate price: n/a
 e)  Date of the transaction                                      6 February 2024
 f)  Place of the transaction                                     Outside of an exchange

d)

Aggregated information

Aggregated volume Price

Aggregate volume: 20,911,689

Aggregate price: n/a

e)

Date of the transaction

6 February 2024

f)

Place of the transaction

Outside of an exchange

 

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