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Rose Petroleum PLC - Grant of options

RNS Number : 2928O
Rose Petroleum PLC
29 May 2020
 

Rose Petroleum plc

("Rose", the "Company" or the "Group")

 

Grant of Options

 

Rose (AIM: ROSE), the Rocky Mountain-focused oil and gas company, announces the grant of options over new ordinary shares of 0.1p each in the Company ("Ordinary Shares") under the Company's share option schemes ("Options"). A total of 34,353,364 Options have today been issued to the directors and certain employees and consultants of the Company.

 

Of the total number of Options being granted, 32,000,000 are exercisable at a price of 0.6p per Option, which is a 28 per cent premium to the closing mid-market price of the Company's Ordinary Shares on 28 May 2020. These options will vest in three equal annual tranches, on the first, second and third anniversary from today's date. Each option is exercisable into one Ordinary Share and once vested, can be exercised up until the tenth anniversary of today's date.

 

The remaining 2,353,364 Options (the "Nil Cost Options"), which are exercisable at the Ordinary Shares' nominal value 0.1p each, have been granted to the Company's Non-Executive Directors ("NEDs") to compensate them for salaries that were deferred and not subsequently paid during the 2019 calendar year. In total, the Company's three NEDs agreed to defer salaries totaling £25,887 during 2019. It has been agreed that these deferred salaries will be paid in new Ordinary Shares by way of the Nil Cost Options. The number of Nil Cost Options granted to each NED has been calculated by the amount of their salary deferred, divided by 1.1p, which was the price at which Ordinary Shares were issued in the Company's Placing in November 2019 and which represents a 134% premium to the closing mid-market price of the Company's Ordinary Shares on 28 May 2020.

 

The Nil Cost options can be exercised for a period of seven years from today. If a NED leaves the Company, the options can be exercised within three years of the date of leaving, unless otherwise agreed by the Company.

 

Colin Harrington, Rose's Chief Executive, said "In the Company's Operational Update announced on 1 May 2020, we outlined a significant reduction in the Board and management's cash compensation, and we noted the Company was reviewing alternatives for a long-term remuneration scheme.  The plan adopted today is the product of that analysis - it will help conserve the Company's cash reserves in the near term and seeks to maximise alignment between the management team and shareholders over the long term.

 

"I'd also like to thank our Non-Executive Directors for agreeing to defer their salaries during the second half of 2019, and for their willingness to link that deferred compensation to Rose's future growth.

 

"While this is the first grant of options awarded since Rose's board and management were restructured, new members of Rose's Board have already invested significant funds into the Company over the past year by purchasing shares equivalent to more than 25% of Rose's issued share capital.  The option awards today continue in the same spirit, signifying alignment between shareholders and management, and linking future compensation to growth in share price."

 

 

Of the total Options issued today, 27,353,364 have been issued to the directors of the Company as set out below, and the other 7,000,000 Options have been issued to employees and consultants of the Company.

 

Details of the Options granted to directors are outlined in the table below:

 

Name of Director

Number of 0.6p Options Granted

Number of Nil Cost Options Granted

Total number of options now held

Colin Harrington

12,000,000

0

12,000,000

Chris Eadie

6,000,000

0

7,900,000

Rick Grant

3,000,000

444,273

3,444,273

Gordon Stein

2,000,000

545,455

2,545,455

Tom Reynolds

2,000,000

1,363,636

3,363,636

 

The Options granted today represent approximately 12 per cent of the Company's current issued share capital. In total 45,790,187 Options are now outstanding, representing approximately 16 per cent of the Company's current issued share capital.

 

Further details and the information required in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014 are set out at the end of this announcement.

 

Rose Petroleum plc

Colin Harrington (CEO)

Chris Eadie (CFO)

 

 

Tel: +44 (0)20 7225 4599

Tel: +44 (0)20 7225 4599

Allenby Capital Limited - AIM Nominated Adviser

Jeremy Porter / James Reeve / Liz Kirchner

 

 

Tel: +44 (0)20 3328 5656

 

Turner Pope Investments - Joint Broker

Andy Thacker / Zoe Alexander

 

 

Tel: +44 (0)20 3657 0050

Cantor Fitzgerald Europe - Financial Adviser and Joint Broker

David Porter

 

Tel: +44 (0)20 7894 7686

Novum Securities Limited - Joint Broker

Colin Rowbury

Tel: +44 (0)20 7399 9427

 

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

  

1.               

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

PDMRs:

 

Colin Harrington

Chief Executive Officer

Chris Eadie

CFO

Rick Grant

Non-Executive Chairman

Gordon Stein

Non-Executive Director

Tom Reynolds

Non-Executive Director

 

 

2.               

Reason for the Notification

a)

Position/status

See 1 a) above

b)

Initial notification/Amendment

Initial notification

3.    

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Rose Petroleum plc

b)

LEI

254900TAVH3MBZ1EMC29

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 of 0.1p each in Rose Petroleum plc

Identification code

GB00B013M672

b)

Nature of the transaction

Grant of options

 

c)

Price(s) and volume(s)

Price: 0.6p

 

Volumes:

 

Colin Harrington

12,000,000

Chris Eadie

6,000,000

Rick Grant

3,000,000

Gordon Stein

2,000,000

Tom Reynolds

2,000,000

 

 

d)

Aggregated information:

·Aggregated volume

·Price

N/A

e)

Date of the transaction

29 May 2020

 

f)

Place of the transaction

Outside a Trading Venue

 

 

1.               

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

PDMRs:

 

Rick Grant

Non-Executive Chairman

Gordon Stein

Non-Executive Director

Tom Reynolds

Non-Executive Director

 

 

2.               

Reason for the Notification

a)

Position/status

See 1 a) above

b)

Initial notification/Amendment

Initial notification

3.    

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Rose Petroleum plc

b)

LEI

254900TAVH3MBZ1EMC29

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 of 0.1p each in Rose Petroleum plc

Identification code

GB00B013M672

b)

Nature of the transaction

Grant of nil cost options

 

c)

Price(s) and volume(s)

Price: 0.1p

 

Volumes:

 

Rick Grant

444,273

Gordon Stein

545,455

Tom Reynolds

1,363,636

 

 

d)

Aggregated information:

·Aggregated volume

·Price

N/A

e)

Date of the transaction

29 May 2020

 

f)

Place of the transaction

Outside a Trading Venue

 


This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.
 
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Quick facts: Rose Petroleum PLC

Price: 0.475

Market: AIM
Market Cap: £1.36 m
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