9th Mar 2017 14:12
For Immediate Release
9 March 2017
LGO ENERGY PLC
("LGO" or the "Company")
Share Payments to Directors
and TVR
LGO today confirms that following the General Meeting held on 7 March 2017 which approved a share consolidation and authorities to allot new ordinary shares, and as indicated in the Company's announcement on 21 December 2016 ("the December Announcement") the Board have now approved the payment of accrued, but unpaid, directors' fees from 2015 and 2016 to several Directors in the form of new ordinary shares.
A gross cost of £397,000 had been accrued in the Company's books for these unpaid directors' fees since September 2015 and the amounts due net of tax and national insurance have now been paid by the allotment of 7,181,147 new ordinary shares of 0.05p each at 3p per new ordinary share (the "Director Shares"), a 22% premium to yesterday's closing price on AIM.
As a result the following Director Shares have been allotted and issued to Directors and their holdings in the Company are:
Director | Ordinary Shares allotted | Holding prior to allotment | New total holding | % TVR |
Neil Ritson | 4,215,998 | 1,250,000 | 5,465,998 | 1.28% |
Fergus Jenkins | 1,218,793 | 0 | 1,218,793 | 0.29% |
James Thadchanamoorthy | 973,439 | 750,000 | 1,723,439 | 0.40% |
Michael Douglas | 772,917 | 400,000 | 1,172,917 | 0.28% |
Total | 7,181,147 |
The terms of the allotments including the amount of accrued directors' fees and the issue price are in accordance with those set out in the December Announcement. However the 7,181,147 new ordinary shares being allotted is equivalent to 143,622,940 ordinary shares prior to the recent consolidation compared to the original estimation of 120 million shares indicated in the December Announcement. This difference is due to actualisation of the payable taxes to HMRC.
These arrangements with the Directors, were treated as a Related Party Transaction under the AIM Rules, in the December Announcement. However given the change in the number of new ordinary shares being allotted (for the reasons given above) Mr Gordon Stein, an independent director and member of the Remuneration Committee, who joined the Board in January 2017 and who is not participating in the fee conversion, having consulted with the Company's Nominated Advisor, Beaumont Cornish Limited, considers the terms of the transaction to be fair and reasonable so far as shareholders in the Company are concerned.
Application is being made for the Director Shares, which will rank pari passu with all existing ordinary shares to be admitted to trading on AIM ("Admission"). Admission is expected on or around 15 March 2017.
Following Admission, the Company will have a total of 425,561,128 Ordinary Shares of 0.05p each.
The above figure of 425,561,128 Ordinary Shares with voting rights may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
Enquiries:
LGO Energy plc | +44 (0) 203 794 9230 |
Neil Ritson | |
Beaumont Cornish Limited | +44 (0) 20 7628 3396 |
Nomad and Joint Broker | |
Roland Cornish | |
Rosalind Hill Abrahams | |
FirstEnergy Capital LLP | +44 (0) 20 7448 0200 |
Joint Broker | |
Jonathan Wright | |
David van Erp | |
Camarco | +44 (0) 203 757 4983 |
Public and Investor Relations | |
Billy Clegg
|
The notification below, made in accordance with the requirements of the EU Market Abuse Regulations, provides further detail in respect of the transactions as described above.
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Neil Ritson | ||||
2 | Reason for notification | |||||
a) | Position / status | Chief Executive | ||||
b) | Initial notification /Amendment | Initial | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | LGO Energy plc | ||||
b) | LEI | 213800WBO186NYERMZ91 | ||||
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 Identification code | Ordinary shares of 0.05 pence each in LGO Energy plc
ISIN GB00BDGJ2R22 | ||||
Nature of the transaction | Issue of 4,215,998 ordinary shares in lieu of fees | |||||
Price(s) and volumes(s) |
| |||||
d) | Aggregated information | n/a | ||||
e) | Date of the transaction | 9 March 2017 | ||||
f) | Place of the transaction | London Stock Exchange, AIM (XLON) | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | James Thadchanamoorthy | ||||
2 | Reason for notification | |||||
a) | Position / status | Finance Director | ||||
b) | Initial notification /Amendment | Initial | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | LGO Energy plc | ||||
b) | LEI | 213800WBO186NYERMZ91 | ||||
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 Identification code | Ordinary shares of 0.05 pence each in LGO Energy plc
ISIN GB00BDGJ2R22 | ||||
Nature of the transaction | Issue of 973,439 ordinary shares in lieu of fees | |||||
Price(s) and volumes(s) |
| |||||
d) | Aggregated information | n/a | ||||
e) | Date of the transaction | 9 March 2017 | ||||
f) | Place of the transaction | London Stock Exchange, AIM (XLON) | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Fergus Jenkins | ||||
2 | Reason for notification | |||||
a) | Position / status | Director | ||||
b) | Initial notification /Amendment | Initial | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | LGO Energy plc | ||||
b) | LEI | 213800WBO186NYERMZ91 | ||||
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 Identification code | Ordinary shares of 0.05 pence each in LGO Energy plc
ISIN GB00BDGJ2R22 | ||||
Nature of the transaction | Issue of 1,218,793 ordinary shares in lieu of fees | |||||
Price(s) and volumes(s) |
| |||||
d) | Aggregated information | n/a | ||||
e) | Date of the transaction | 9 March 2017 | ||||
f) | Place of the transaction | London Stock Exchange, AIM (XLON) | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Michael Douglas | ||||
2 | Reason for notification | |||||
a) | Position / status | Non-Executive Director | ||||
b) | Initial notification /Amendment | Initial | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | LGO Energy plc | ||||
b) | LEI | 213800WBO186NYERMZ91 | ||||
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 Identification code | Ordinary shares of 0.05 pence each in LGO Energy plc
ISIN GB00BDGJ2R22 | ||||
Nature of the transaction | Issue of 772,917 ordinary shares in lieu of fees | |||||
Price(s) and volumes(s) |
| |||||
d) | Aggregated information | n/a | ||||
e) | Date of the transaction | 9 March 2017 | ||||
f) | Place of the transaction | London Stock Exchange, AIM (XLON) | ||||
Related Shares:
CERP.L