TIDMEOG
RNS Number : 2172A
Europa Oil & Gas (Holdings) PLC
19 January 2024
Europa Oil & Gas (Holdings) plc / Index: AIM / Epic: EOG /
Sector: Oil & Gas
19 January 2024
Europa Oil & Gas (Holdings) plc
("Europa" or the "Company")
Award & Concurrent Cancellation of Options
Europa Oil & Gas (Holdings) plc, the AIM quoted UK, Ireland
and West Africa focused oil and gas exploration, development, and
production company, is pleased to announce an updated enterprise
management incentive (EMI) scheme for directors and employees and
the concurrent cancellation of certain historical options.
The Board recognises the importance of share options to
appropriately incentivise and retain talent, as well as to ensure
their interests are aligned with that of the Company and its
shareholders. Following a third-party independent review of the
Company's remuneration packages by external consultants, the
Remuneration Committee of the Board agreed in full with the
review's observations that the existing long-term incentive package
for employees and directors was no longer appropriate and the board
adopted in full its recommendations that it should be replaced to
re-align the option scheme with the current strategic focus of the
Company.
Accordingly, the Company has cancelled, with mutual agreement
and immediate effect, 10,241,000 of existing EMI options over
ordinary shares of 1p each in the capital of the Company ("Ordinary
Shares") (the "Historical EMI Options") and will cancel the
2,950,000 options held by Brian O'Cathain, following which he will
no longer hold any options in the Company.
On 17 January 2024 (the "Grant Date"), under the Company's new
EMI scheme, Europa granted a total of 50,000,000 options over
Ordinary Shares (the "New EMI Options"), a portion of which are to
replace the Historical EMI Options, as detailed in the table
below.
Number of Exercise Number of Number of Resultant
New EMI Price options held options being number of
Options of New cancelled options
Granted EMI Options held
Granted
Brian O'Cathain 0 n/a 2,950,000 2,950,000 0
----------- ------------- -------------- --------------- -----------
William Holland 20,000,000 1.075 7,721,000 7,721,000 20,000,000
----------- ------------- -------------- --------------- -----------
Alastair
Stuart 15,000,000 1.075 0 0 15,000,000
----------- ------------- -------------- --------------- -----------
Other Employees 15,000,000 1.075 11,800,000 2,520,000 24,280,000
----------- ------------- -------------- --------------- -----------
Total 50,000,000 N/A 22,471,000 13,191,000 59,280,000
----------- ------------- -------------- --------------- -----------
The New EMI Options granted shall vest on the third anniversary
of the Grant Date (the "Vesting Date"), expire ten years from the
Grant Date, and are subject to a performance condition requiring
the volume weighted average share price over the last 20 trading
days prior to the Vesting Date to be greater than or equal to 1.25
times the volume weighted average share price over the last 20
trading days prior to the Grant Date.
Following the abovementioned option awards and cancellations, as
of 19 January 2024, the Company has a total of 77,609,628 options
and warrants outstanding over Ordinary Shares. Of these outstanding
options and warrants, 17,064,154 are due to expire, or otherwise be
cancelled, before the end of Q1 2024. Consequently, by end Q1 2024
the Company expects to have 60,545,474 options and warrants
outstanding, representing 5.93% of the fully diluted share
capital.
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 as it forms part of
United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018, as amended by virtue of the Market Abuse
(Amendment) (EU Exit) Regulations 2019.
For further information, please visit www.europaoil.com or
contact:
William Holland / Louise Europa Oil & Gas (Holdings) mail@europaoil.com
Armstrong plc
Strand Hanson Limited
James Dance / James Spinney - Nominated & Financial +44 (0) 20 7409
/ Rob Patrick Adviser 3494
+44 (0) 20 7186
Peter Krens Tennyson Securities 9033
Patrick d'Ancona / Finlay + 44 (0) 20 7390
Thomson / Kendall Hill Vigo Consulting 0230
Notes to Editors
Europa Oil & Gas (Holdings) plc has a diversified portfolio
of multi-stage hydrocarbon assets which includes production,
development and exploration interests, in countries that are
politically stable, have transparent licensing processes, and offer
attractive terms. Average net production for the financial year
ending 31 July 2023 was 265 bopd. On 21 December 2023 the Company
acquired 42.9% interest in Antler Global, which holds an 80%
interest in the EG08 PSC offshore Equatorial Guinea. EG08 contains
an estimated gross mean un-risked 1.4 trillion cubic feet ("TCF")
gas prospective resources that can be tested with a single well
with a 92% chance of success. EG08 is adjacent to the Chevron
licence that contains the Alen gas field which is connected via
pipeline to the Bioko Island LNG plant. Europa took over
operatorship of PEDL343 ("Cloughton") on 27 July 2023 in which
Europa holds a 40% interest and contains an estimated 192 billion
cubic feet "BCF") of gas in place. Europa holds a 25% interest in
P.2358, Block 13/23c ("Serenity") in the Outer Moray Firth area of
the North Sea, which the 2019 Serenity oil discovery. The Company
holds one exploration licence offshore Ireland, which has two
principal prospects, the largest of which has the potential to host
gross mean un-risked prospective resources of 1.5 TCF gas. Inishkea
West is a near field gas prospect in the Slyne Basin which the
Company classifies as lower risk due to its close proximity to the
producing Corrib gas field and associated gas processing
infrastructure.
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
Details of the person discharging managerial responsibilities
1
a) Name i) William Holland
ii) Alastair Stuart
========================== ==================================================
Reason for the notification
2
==============================================================================
a) Position/status i) Chief Executive Officer
ii) Chief Operating Officer
========================== ==================================================
b) Initial notification Initial notification
/Amendment
========================== ==================================================
Details of the issuer, emission allowance market participant,
3 auction platform, auctioneer or auction monitor
==============================================================================
a) Name EUROPA OIL & GAS (HOLDINGS) PLC
========================== ==================================================
b) LEI 213800JWTCW7TN3WRC06
========================== ==================================================
Details of the transaction(s): section to be repeated for
4 (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 Ordinary Shares of 1p each
financial instrument,
type of instrument
Identification code GB00B03CJS30
========================== ==================================================
b) Nature of the transaction Grant of Options under EMI scheme
========================== ==================================================
c) Price(s) and volume(s) Name Price(s) Volume(s)
1.075 (exercise
William Holland price) 20,000,000
1.075 (exercise
Alastair Stuart price) 15,000,000
================= ===========
========================== ==================================================
d) Aggregated information
* Aggregated volume * 35,000,000
* Price * N/A
========================== ==================================================
e) Date of the transaction 17/01/2024
========================== ==================================================
f) Place of the transaction Outside a trading venue
========================== ==================================================
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