Exercise of Matching Rights
Genel Energy plc
22 June 2012
Exercise of Matching Rights
Genel Energy plc (the "Company") announces that four of its independent non-executive directors, being Rodney Chase, Sir Graham Hearne, Jim Leng and George Rose (the Non-Executive Directors), have exercised their remaining rights to subscribe for matching shares in the Company, as awarded to each of them at the time of the Vallares PLC IPO in June 2011.
As a result, the Company today issued 180,000 Voting Ordinary Shares to such Non-Executive Directors, with Sir Graham Hearne, Jim Leng and George Rose receiving 40,000 Voting Ordinary Shares and Rodney Chase, as Chairman, receiving 60,000 Voting Ordinary Shares, each issued at a price per share equal to its nominal value. These awards represent the final two-thirds of each Non-Executive Director's entitlement to matching shares, having become eligible for subscription from the first anniversary of their appointment as a director of the Company on 2 June 2012. Each Non-Executive Director exercised his rights to subscribe for the first third of his entitlement to matching shares on 2 April 2012, as previously announced by the Company. Accordingly, no Non-Executive Director has any further entitlement to subscribe for matching shares, and the Company does not intend to grant any more of such awards.
The matching arrangements were previously disclosed in the prospectus published by the Company on 18 November 2011 and the Vallares PLC Prospectus published on 17 June 2011.
For further information, please contact:
Genel Energy plc: +44 20 7659 5100
Julian Metherell, Chief Financial Officer
Natalie Fortescue, Investor Relations
Notes on voting rights
A total of 180,000 new Voting Ordinary Shares have been allotted and issued to the Non-Executive Directors in order to satisfy this subscription. A further 77,142 Voting Ordinary Shares have arisen on the conversion of Suspended Voting Ordinary Shares in accordance with their terms. The Suspended Voting Ordinary Shares were issued to the selling shareholders of Genel Energy International Limited in consideration for its merger with the Company in November 2011 so as to ensure that such selling shareholders and their affiliates' aggregate holding of Voting Ordinary Shares did not and does not exceed 30%.
Applications will be made to the UK Listing Authority for 180,000 Voting Ordinary Shares issued to the Non-Executive Directors to be admitted to the standard listing segment of the Official List of the UK Listing Authority, and to the London Stock Exchange plc for the same 180,000 Voting Ordinary Shares to be admitted to trading on the London Stock Exchange's main market for listed securities (Admission). It is expected that the Admission will become effective, and that dealings in such shares will commence, at 8.00 a.m. on or around 28 June 2012.
Applications will also be made to the UK Listing Authority for the 77,142 Voting Ordinary Shares arising on conversion to be admitted to the standard listing segment of the Official List of the UK Listing Authority, and to London Stock Exchange plc for the same 77,142 Voting Ordinary Shares to be admitted to trading on the London Stock Exchange's main market for listed securities (Conversion Admission). It is expected that the Conversion Admission will become effective, and that dealings in such shares will commence, at 8.00 a.m. on or around 28 June 2012.
Following the Admission and Conversion Admission on 28 June 2012, the total number of Ordinary Shares will be 280,248,198 (of which 213,736,679 will be Voting Ordinary Shares and 67,176,519 will be Suspended Voting Ordinary Shares).
This announcement does not constitute or form part of any offer or invitation to purchase, otherwise acquire, issue, subscribe for, sell or otherwise dispose of any securities, nor any solicitation of any offer to purchase, otherwise acquire, issue, subscribe for, sell or otherwise dispose of, any securities.
The securities of the Company referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States unless they are registered with the U.S. Securities and Exchange Commission or an exemption from the registration requirements of the Securities Act is available.
The release, publication or distribution of this announcement in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which this announcement is released, published or distributed should inform themselves about and observe such restrictions.
This information is provided by RNS
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