Seplat Energy PLC

Major Shareholding Notification • Mar 24, 2016

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RNS Number : 2631T

SEPLAT Petroleum Development Co PLC

24 March 2016

Seplat Petroleum Development Company plc

("Seplat" or the "Company")

Notification of Transactions by Directors/Persons Discharging Managerial Responsibility

2016 Share Awards granted under the under the 2014 Long-Term Incentive Plan ("LTIP")

The following share awards have been provisionally granted to Executive Directors of the Company on 24th March 2016.   No consideration was paid for the grant of the awards and no consideration is due on the vesting of awards. These share awards are subject to final NSE approval.

Name	Position	Number of performance related share awards granted under the Seplat Long-Term Incentive Plan* .	Number of share awards granted in 2016 relating to annual bonus for the year ending 31st December 2015*
Austin Avuru	Chief Executive Officer	1,621,536	134,849
Stuart Connal	Chief Operations Officer	985,894	56,935
Roger Brown	Chief Financial Officer	985,894	55,826

* Share awarded calculated by reference to share price of £0.99

The share awards will normally vest on the third anniversary of the date of grant subject to the achievement of stretching performance targets set by reference to relative Total Shareholder Return against a comparator group of listed E&P companies and an underpin linked to reserves growth. Vested shares will be subject to an additional two year holding period in line with corporate governance best practice.  Under the remuneration policy approved by shareholders, 25% of the annual bonus paid for a financial year is deferred into shares and released in three years subject to continued employment in line with corporate governance best practice. No consideration was paid for the grant of these awards and no consideration is due on the vesting of awards.

Details of outstanding share awards granted since IPO

Set out below are details of all outstanding share awards granted to Executive Directors and shares allotted to the Non-Executive Directors since the date of IPO.

Global Offer Bonus share awards under the 2014 Long-Term Incentive Plan ("LTIP")

The Chairman and Executive Directors hold the following conditional share awards.

Name	Position	Number of Global Offer Bonus awards*
A.B.C Orjiako	Chairman	877,500
Austin Avuru	Chief Executive Officer	767,812
Stuart Connal	Chief Operations Officer	642,856
Roger Brown	Chief Financial Officer	535,714

*Share awards calculated by reference to Global Offer Price of £2.10

Under the terms of these Global Bonus Awards, 50% of the Global Offer Bonus awards vested on Admission and were subject to a holding period until the first anniversary of listing (being 9 April 2015), with the remaining 50% vesting on the first anniversary of Admission subject to the achievement of stretching performance targets around relative Total Shareholder Return and reserves growth.  These vested shares are subject to a one year holding period until the second anniversary of listing, being 9 April 2016.  No consideration was paid for the grant of the awards and no consideration is due on the vesting of awards.

Annual share awards granted under the LTIP in 2014 and 2015

The Executive Directors hold the following conditional share awards:-

Name	Position	Number of performance related share awards granted in 2014*	Number of share awards granted in 2015 relating to annual bonus for the year ending 31st December 2014**	Number of performance related share awards granted in 2015***
Austin Avuru	Chief Executive Officer	595,238	98,187	1,120,500
Stuart Connal	Chief Operations Officer	339,285	61,012	681,264
Roger Brown	Chief Financial Officer	339,285	53,502	681,264

*Share awards calculated by reference to Global Offer Price of £2.10.

** Share awarded calculated by reference to share price of £1.27.

***Share awards calculated by reference to share price of £1.44.  2015 share awards are still subject to NSE approval.

The 2014 performance related share awards will vest on 9th April 2017 and the 2015 performance related share awards on 21st April 2018 subject to the achievement of stretching performance targets linked to relative Total Shareholder Return and reserves growth. Vested shares will be subject to an additional two year staggered holding period thereafter in line with corporate governance best practice.  Under the remuneration policy approved by shareholders, 25% of the annual bonus paid for a financial year is deferred into shares and released in three years subject to continued employment in line with corporate governance best practice.    No consideration was paid for the grant of these awards and no consideration is due on the vesting of awards

Formal Allotment of Shares to Non-Executive Directors

In line with the disclosures made in the IPO prospectus, all non-executive directors who had served on the Board during the  nine months prior to the date of the IPO were to be allotted shares in the Company at nominal value as part of their remuneration structure pre-flotation as set out below. There is no intention to allot further shares at nominal value to non-executive directors.  

Name	Number of shares awarded at nominal value
Michael Alexander	95,238
Michel Hochard	95,238
Mac Ofurhie	95,238
Basil Omiyi	95,238
Ifueko Omoigui-Okauru	95,238
Charles Okeahalam	95,238
Lord Mark Malloch Brown	31,746**
Jean-Francois Henin***	95,238
Alhaji Nasir Ado Bayero***	95,238

*                Share awards calculated by reference to Global Offer Price of £2.10

**               Pro-rated for time served

***              No longer directors

Under the terms of the allotment there is a restriction on sale of these shares. 

Full details of all the above share awards and share allotment to the NEDs are contained in the remuneration policy approved by shareholders and set out in the Directors' Remuneration Report in the Company's 2014 Annual Report which is available on the Company's website http://www.seplatpetroleum.comt and the Company's IPO prospectus available on the Company's website, http://www.seplatpetroleum.com.

This notification is made in accordance with DTR 3.1.4R(1)(a).

Enquiries:

Seplat Petroleum Development Company Plc
Dr. Mirian Kachikwu, General Counsel Ngozi Osuzoka (company secretariat)	+234 1 277 0400 Ext 1110 +234 1 277 0444 Ext 1108
FTI Consulting
Ben Brewerton / Sara Powell / James Styles	+44 (0) 203 727 1000 [email protected]

This information is provided by RNS

The company news service from the London Stock Exchange

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