TIDMCAB
RNS Number : 2089O
Cabot Energy PLC
17 August 2017
Cabot Energy Plc
("Cabot Energy" or "the Company")
Exercise of options and award of options
Cabot Energy (AIM: CAB) announces that options to acquire
ordinary shares in the Company, at a cost of the nominal value of
the shares ("Options"), have been exercised by certain directors
and employees of the Company as set out below and in addition the
Company has awarded Options as set out below.
Exercise of Options
On 16 August 2017, certain directors and employees of the
Company exercised previously issued Options over a total of
1,136,669 ordinary shares in the Company ("Ordinary Shares") under
the Cabot Energy Incentive Plan ("CEIP"). Following the exercise of
the Options and Admission, as defined below, Keith Bush and Nick
Morgan, Chief Executive Officer and Finance Director of the Company
respectively, will hold the following interests in the Company:
Current No. of Ordinary New holding of
holding Shares to Ordinary Shares
of Ordinary be acquired
Shares through exercise
of Options
------------- ------------- ------------------ ---------------------
Number Percentage
of issued
Ordinary
Shares
------------- ------------- ------------------ -------- -----------
Keith
Bush 590,735 209,644 800,379 0.25%
Nick Morgan 720,522 167,715 888,237 0.28%
------------- ------------- ------------------ -------- -----------
Issue of equity and Total Voting Rights
Cabot Energy has applied to the London Stock Exchange for
1,136,669 new Ordinary Shares (the "New Ordinary Shares") to be
admitted to trading on AIM ("Admission"). It is expected that
Admission will become effective at 8.00 a.m. on 22 August 2017. The
New Ordinary Shares will, following admission, rank pari passu in
all respects with the existing issued Ordinary Shares.
On Admission, the Company's issued share capital will be
315,829,037 which also represents the total number of voting
rights. Shareholders should use this figure 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 FCA's Disclosure Guidance
and Transparency Rules.
Option awards in relation to 2016
Under the terms of the CEIP, certain staff were awarded Options
and directors received Options as a partial substitute for a cash
bonus, in relation to performance during 2016, as follows:
No. of
options
awarded
--------------- ----------
Keith Bush 857,142
Nick Morgan 857,142
Paul Lafferty 857,142
Staff 1,495,000
--------------- ----------
The options awarded to Keith Bush, Nick Morgan and Paul Lafferty
vest three years after the award. The options awarded to staff
members vest equally over three years after award. All options
lapse ten years after award.
Salary substitution grant
As announced on 12 November 2015, certain senior management
agreed to further reduce their salaries, in addition to a
previously agreed reduction, from 1 November 2015 in exchange for
the issue of options, under the terms of the CEIP. The Remuneration
Committee decided that this agreement should cease on 31 December
2016 for executive directors and senior management and 1 May 2017
for non-executive directors.
The award under this agreement for the two month period from 1
November 2016 until 31 December 2016 was calculated using the
salary foregone divided by 3.5 pence, which was the placing and
open offer price used in the equity issue in December 2016, since
the volume weighted average price during this period was lower. The
award to non-executive directors from 1 January 2017 to 30 April
2017 was calculated using the fees foregone divided by 4.46 pence,
which was the volume weighted average price of the Company's
ordinary shares during this period.
The options granted in accordance with the agreements are as
follows:
No. of options
awarded
1 Nov 1 Jan
16 to 17 to
31 Dec 30 Apr
16 17
--------------- -------- --------
Jon Murphy 47,633 74,804
Iain Lanaghan 23,828 37,420
Keith Bush 214,285 -
Nick Morgan 190,514 -
Paul Lafferty 95,257 -
--------------- -------- --------
All these options vest three years after award and expire ten
years after award.
In addition, 52,381 options were granted to a staff member in
relation to a reduction in salary taken from 1 October 2016 to 1
February 2017, again under the terms of the CEIP. These options
vest equally over three years following the award.
All salary substitution schemes have now ceased. Full fees for
non-executive directors and salaries for certain staff have been
reinstated. The executive directors and senior management however
have agreed to continue on salaries below their original
contractual levels. The Remuneration Committee has decided to make
a one-time award in recognition of this salary reduction, which has
been taken since 1 March 2015. The amount of Options issued in
respect of this period was calculated using the salary foregone
from 1 March 2015 to 31 December 2016 divided by 3.97 pence, which
was the volume weighted average price of the Company's ordinary
shares during this period.
No. of
options
awarded
Keith Bush 2,307,240
Nick Morgan 1,614,699
Paul Lafferty 876,566
--------------- ----------
There is no intention by the Remuneration Committee to make any
further award of Options in relation to reductions in salary.
Total options in issue
Following Admission and the issue of Options as detailed above,
the number of Options awarded or granted to Directors, senior
management and staff will total 18,594,097 which will represent
5.89 per cent. of the Company's issued share capital. The total
number of Options now awarded or granted to persons discharging
managerial responsibilities are as follows:
No. of
options
awarded
Jon Murphy 460,932
Iain Lanaghan 230,579
Keith Bush 6,234,776
Nick Morgan 5,099,538
Paul Lafferty 3,422,555
--------------- ----------
-Ends-
For further information please contact:
Cabot Energy Plc Tel: +44 (0)20 7469 2900
Keith Bush, Chief Executive Officer
Nick Morgan, Finance Director
Stockdale Securities Limited (Nomad and Joint Broker) Tel: +44
(0)20 7601 6100
Antonio Bossi
David Coaten
FirstEnergy Capital LLP (Joint Broker) Tel: +44 (0)20 7448
0200
Jonathan Wright
FTI Consulting Tel: +44 (0)20 3727 1000
Edward Westropp
Note to Editors:
Cabot Energy is an oil and gas company focused on production led
growth. The Company is undertaking a redevelopment and production
project in north west Alberta and has a broader portfolio of
exploration and appraisal opportunities in countries of relatively
low political risk, primarily Italy. Comprehensive information on
Cabot Energy and its oil and gas operations, including press
releases, annual reports and interim reports are available from
Cabot Energy's website: www.cabot-energy.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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