TIDMRPO

RNS Number : 9090Z

RusPetro plc

16 December 2014

Ruspetro plc

16 December 2014

Ruspetro plc ("Ruspetro" or the "Company")

Director/PDMR Shareholding

London, 16 December 2014: Ruspetro plc (LSE: RPO) announces the issue of new ordinary shares of 10 pence each in the capital of the Company ("Ordinary Shares") to certain current and former Directors of the Company in lieu of salaries and fees due. The Annual Report on Remuneration contained in the Company's Annual Report for the year ended 31 December 2013 set out the Company's intention that from 1 April 2013 to 31 March 2014, a portion of Directors' salaries or fees would be paid through the issue of new Ordinary Shares at the 2012 IPO price, being 134 pence per Ordinary Share.

Accordingly, following completion of the restructuring on 11 December 2014, the Company has agreed to issue, in aggregate, 420,242 new Ordinary Shares to certain current and former Directors in lieu of salaries and fees due for the period from 1 April 2013 to 31 March 2014, of which, in aggregate, 274,579 new Ordinary Shares will be issued to the following current Directors:

 
 Director                   Current Holding    Shares Issued in lieu of salary or   Total Holding   Percentage Holding 
                                                                             fees 
 Alexander Chistyakov(1)        137,990,063                                67,955     138,058,018               15.87% 
 John Conlin                              -                                46,164          46,164                0.01% 
 Thomas Reed(2)                  23,867,821                                98,844      23,996,665                2.75% 
 Kirill Androsov(3)             217,299,368                                     -     217,299,368               24.97% 
 Maurice Dijols                     175,000                                 5,322         180,322                0.02% 
 Robert Jenkins                     159,369                                38,605         197,974                0.02% 
 Frank Monstrey                           -                                17,689          17,689                0.00% 
 Mark Pearson                             -                                     -               -                    -

Notes:

1. Alexander Chistyakov, Executive Chairman of the Company, holds his interests in the Company through Nervent Limited, Bristol Technologies Limited and Roony Invest & Finance S.A.

2. Tom Reed, Chief Financial Officer of the Company, holds his interest in the Company through Nervent Limited, a company in which he is interested. Mr Reed has entered into a sale and repurchase agreement (the Repo Agreement) with European Financial Services Limited (EFSL) in respect of 20,496,495 ordinary shares, under which such ordinary shares will be sold to EFSL at 10 pence per ordinary share and then repurchased 24 months from the contractual date of 2 December 2014 (the Repurchase Date). Under the terms of the Repo Agreement, Mr Reed will be obliged to repurchase the ordinary shares based on the share price on the Repurchase Date, for a cash consideration equal to (a) 10 pence per ordinary share plus (b) 80 per cent. of the value of the ordinary shares in excess of 10 pence but less than 20 pence per ordinary share, plus (c) 50 per cent. of the value of the ordinary shares in excess of 20 pence per ordinary share. Mr Reed will have no interest in the economic or voting rights in respect of such ordinary shares during the term of the Repo Agreement.

3. Kirill Androsov, a Non-executive Director of the Company, is appointed to the Board under a Shareholder Agreement between the Company and Limolines Transport Limited and is deemed to have a beneficial interest in 217,299,368 ordinary shares which are held by Limolines, in which Altera IF (of which he is a board member) is interested in 50 per cent. of the issued share capital. Mr Androsov became entitled to 16,474 shares on 31 March 2014 but will instead receive the cash value of those shares as at 31 March 2014.

The Company confirms that no further Ordinary Shares are to be issued in lieu of salaries or fees.

Application has been made for the 420,242 new Ordinary Shares to be issued to the Directors to be admitted to the Official List of the UK Listing Authority and to trading on the main market of the London Stock Exchange plc. The new Ordinary Shares will rank pari passu in all respects with the existing Ordinary Shares and it is expected that admission will become effective, and dealings in the new Ordinary Shares will commence, at 8.00 a.m. on 19 December 2014.

For further information please visit www.ruspetro.com.

Enquiries

Investors / Analyst enquiries

Dominic Manley, Ruspetro +44 20 7887 7624

Twitter: @ruspetroplc

Media enquiries

Ben Brewerton / George Parker - FTI Consulting +44 20 3727 1000

About Ruspetro

Ruspetro plc is an independent oil and gas development and production company, with assets in the Western Siberia region of the Russian Federation. Our mission is to unlock the tight oil reservoirs in our asset base while building a leading regional independent E&P company in a safe and environmentally responsible manner for the long-term benefit of our shareholders.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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