Establishment of Joint Share Ownership Plans

Kea Petroleum plc

("Kea" or the "Company")

Establishment of Joint Share Ownership Plans

Kea Petroleum PLC, the oil and gas exploration company focused on New Zealand, today announces that following shareholder approval granted at the General Meeting held on 28 November 2012, it has duly established the Kea Petroleum Employee Benefit Trust (the "EBT"), the Kea Petroleum Plc Joint Share Ownership Plan (the "JSOP") and the Kea Petroleum Plc Overseas Employee Share Benefit Trust (the "OESBT") with effect from 28 February 2013.

A total of 15,000,000 new ordinary shares of 1 pence each in the capital of the Company ("New Shares") are in the process of being allotted in accordance with the granting of awards under the Company's JSOP and the OESBT. The New Shares will rank pari passu with the existing ordinary shares of 1 pence each in the capital of the Company ("Ordinary Shares") in issue.

For the purposes of the JSOP, the EBT has subscribed for 7,000,000 New Shares at a price of 10.38 pence per share, being the closing mid-market price of Ordinary Shares on 27 February 2013, which has been funded by a loan from the Company. All dividend rights in the New Shares held by the EBT have been waived and all voting rights in those shares will remain vested in the trustees of the EBT for the life of the JSOP. For the purposes of the OESBT, the Company has established a new employee benefit trust which has subscribed for 8,000,000 New Shares at a price of 10.38 pence per share, being the closing mid-market price of Ordinary Shares on 27 February 2013, which has been funded by a loan from the Company. New Shares held by the OESBT retain normal voting and dividend rights.

As a result of the creation of the JSOP and the subsequent initial award made under the JSOP, Ian Gowrie-Smith, Chairman, acquired a beneficial interest in 5,000,000 New Shares, which he will hold jointly with the EBT. 

 As a result of the creation of the JSOP and the subsequent initial award made under the JSOP, Peter Wright, Finance Director, acquired a beneficial interest in 2,000,000 New Shares, which he will hold jointly with the EBT.

As a result of the creation of the OESBT and the subsequent initial awards made under the OESBT, Richard Parkes, Managing Director, has acquired a beneficial interest in 5,000,000 New Shares and John Dennehy, NonExecutive Director, has acquired a beneficial interest in 2,000,000 New Shares. The balance of 1,000,000 New Shares are for the interests of non-board members of the Company.

Save in specified circumstances, benefit in the New Shares awarded to participants under the JSOP and OESBT will vest in the individual participants in the following tranches: after the first anniversary of the JSOP or the OESBT award, in respect of one third of the New Shares awarded, after the second anniversary of the JSOP or the OESBT award, in respect of a further third of the New Shares awarded and after the third anniversary of the JSOP or the OESBT award, in respect of the remainder of the New Shares awarded.

Under the JSOP there is an additional criterion to be met before the beneficiaries are able to crystallise any benefit from their shares held with the EBT. Ian Gowrie-Smith and Peter Wright will only benefit from the growth in value of the New Shares above the share price of 10.38 pence per Ordinary Share but only if and when the price of Ordinary Shares has been at or above 15 pence for a calendar month.

Application will be made for the admission of the New Shares to trading on AIM which is expected to commence at 8.00 a.m. on 12 March 2013.

Following the issue of the New Shares, Kea will have a total of 654,228,125 Ordinary Shares in issue with each Ordinary Share carrying the right to one vote.

Directors' interests

Following these subscriptions of New Shares, the following Directors now have the following beneficial interests over Ordinary Shares:

* These Ordinary Shares are owned and registered in the name of Thornaby Limited, a company owned by a trust of which Ian Gowrie-Smith is a beneficiary.

To learn more about Kea Petroleum, visit: www.keapetroleum.com or contact:

Notes to Editors:

Kea Petroleum is an AIM listed oil and gas exploration company with interests in four petroleum exploration permits in the Taranaki Basin of New Zealand. Kea listed on the London AIM market in February 2010.