Scirocco Energy PLC Cancellation of SILOF Options
06 Februar 2024 - 1:27PM
RNS Regulatory News
RNS Number : 2114C
Scirocco Energy PLC
06 February 2024
6 February 2024
Scirocco
Energy plc
("Scirocco" or "the Company")
Cancellation of SILOF Options
Scirocco Energy plc (AIM: SCIR), the
AIM investing company targeting attractive assets within the
European sustainable energy and circular economy markets, today
confirms the cancellation of certain options held by Directors and
former Directors under the "Shares in Lieu of Fees" option scheme
(the "SILOF Scheme").
During 2020 - 2022 certain Directors
and former Directors agreed to defer salaries to preserve cash in
the business in exchange for options over new ordinary shares as
facilitated by the SILOF Scheme. Over the deferral period the
Company benefited from cash savings of c. £447k.
A resolution was proposed at
Scirocco's AGM in 2023 seeking an authority to allot up to 70.7
million new ordinary shares to satisfy the exercise of options
issued under the SILOF Scheme. This authority would have enabled
the Company to meet its contractual obligations to certain
Directors and former Directors pursuant to the SILOF Scheme. The
authority was not granted by Shareholders and as a result, and as
the AGM circular detailed, the Company is now obliged to settle the
amounts owed in cash, rather than through the issue of new ordinary
shares.
The options issued pursuant to the
SILOF Scheme - totalling c. 70.7 million options and representing
approximately 8% of the total issued ordinary share capital of the
Company - have now been cancelled and the corresponding deferred
salaries of, in aggregate, c. £447k has now been paid to the scheme
participants. This represents a no gain, no loss position for the
Company and also for the scheme participants who deferred salary
entitlements during 2020 - 2022.
Given that the Company's Chairman
Alastair Ferguson and CEO Tom Reynolds are participants in the
SILOF Scheme, an independent committee of the Board was formed
consisting of directors Matt Bower and Niall Roberts to consider
the terms of the cancellation. The independent committee of the
Board approved the terms of the cancellation on 1 February
2024.
For further
information:
|
Scirocco Energy plc
Tom Reynolds, CEO
|
+44 (0)20 7466 5000
|
|
|
|
Strand Hanson Limited, Nominated Adviser
Ritchie Balmer / James Spinney /
Robert Collins
|
+44 (0) 20 7409 3494
|
|
WH
Ireland Limited, Broker
Harry Ansell / Katy
Mitchell
|
+44 (0) 207 220 1666
|
|
Buchanan, Financial PR
Ben Romney / Barry Archer / George
Pope
|
+44 (0)20 7466 5000
|
PDMR
Notification Form
|
1.
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
1. Tom
Reynolds
2.
Alastair Ferguson
|
|
2.
|
Reason for the Notification
|
|
a)
|
Position/status
|
1. Chief
Executive Officer
2.
Non-Executive Chairman
|
|
b)
|
Initial
notification/amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
Scirocco Energy plc
|
|
b)
|
LEI
|
213800Z1HYXMO2FSDM70
|
|
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
|
Share options (in lieu of fees) over
ordinary shares of GBP0.002 each in the share capital of Scirocco
Energy plc
|
|
Identification code
|
GB00BF1BK408
|
|
b)
|
Nature of the Transaction
|
Cancellation of options over
ordinary shares
|
|
c)
|
Price(s) and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
1.
n/a
2.
n/a
|
1.
5,988,397
2.
14,923,292
|
|
|
d)
|
Aggregated information
Aggregated volume Price
|
Aggregate volume:
20,911,689
Aggregate price: n/a
|
|
e)
|
Date of the transaction
|
6 February 2024
|
|
f)
|
Place of the transaction
|
Outside of an exchange
|
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