IOG plc, the Net Zero UK gas and infrastructure operator focused on high return projects, announces the following transactions in its ordinary shares of 1 pence each in the capital of the Company ("Ordinary Shares"):
· certain Directors and other members of the management and technical teams have sacrificed all or part of their cash salaries or fees into options over Ordinary Shares ("Options") for periods between 1 March 2021 and 31 August 2021, and;
· James Chance, a Person Directing Managerial Responsibilities in the Company ("PDMR") and one former contractor have exercised previously issued Options pursuant to Salary and Fee Sacrifice Share Option agreements respectively.
Award of Salary/Fee Sacrifice Options
The conversion of cash salaries and fees into Options is consistent with previous salary and fee sacrifice transactions, creating additional alignment between management, directors and shareholders.
As previously announced, this mechanism was intended to continue while the Company is in a pre-cash flow phase. As the Company expects to generate its first revenues in Q4 2021, the Board intends this to be the final tranche of salary/fee conversion into Options. The total historical aggregate salary and fee sacrifices by employees, directors and contractors since 2014 amounts to approximately £2.25 million.
As further detailed in the table below, such personnel have accepted Options in lieu of cash salaries or fees due in the relevant periods. All of these Options have a five-year term from the effective date of 29 September 2021 and are issued by reference to the volume weighted average price per Ordinary Share ("VWAP") over the period to which they relate. The VWAP over the period from 1 March 2021 to 31 August 2021 was 20.97p. A total of 479,052 new Options have been issued for this period, each with an exercise price of 1p, representing approximately 0.09% per cent of the Company's issued share capital following Admission (as defined below).
Exercise of Salary/Fee Sacrifice Options
In addition, the Company announces that it has issued a total of 321,159 Ordinary Shares, resulting from two exercises of Options as follows:
· On 29 September 2021, a notice was submitted by James Chance, a PDMR, to exercise 79,123 Options pursuant to a Salary Sacrifice Share Option agreement (the "Exercise"). The Options were issued in 2016 and were due to expire shortly. James Chance has not sold any Ordinary Shares to fund the Exercise. On Admission James Chance will hold 697,586 Ordinary Shares, representing approximately 0.13% of the share capital of the Company on Admission.
· On 29 September 2021, a notice was submitted by a former contractor to exercise 242,036 Options pursuant to a Fee Sacrifice Share Option agreement. The Options were issued between 2016 and 2018.
The Company has applied to the London Stock Exchange for admission of 321,159 new Ordinary Shares to trading on AIM ("Admission"). Admission is expected to occur on 6 October 2021. Following Admission there will be 523,764,212 Ordinary Shares in issue. Accordingly, this number may be used by shareholders 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 Company under the FCA's Disclosure Guidance and Transparency Rules.
Following these two exercises, a total of 4,325,027 salary/fee sacrifice options (representing approximately 0.83% of the Ordinary Shares in issue following Admission) held by current and former IOG personnel remain unexercised with expiry dates out to 2026.