I3 ENERGY PLC

Remuneration Information • Mar 22, 2019

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RNS Number : 6589T

i3 Energy PLC

22 March 2019

22 March 2019

i3 Energy plc

("i3" or the "Company")

Operational and Financial Update

i3 Energy plc, an independent oil and gas company with assets and operations in the UK, is pleased to provide the following operational and financial update.

Operational - Gardline Limited contracted to conduct a site survey

i3 has contracted Gardline Limited to conduct a site survey for its 2019 and 2020 drilling program plus the pipeline route for its Liberator Phase I development. Works have begun and are expected to complete during the month of March and are being conducted by the Ocean Observer survey vessel.

The survey will cover the locations of Liberator's Phase I production drill centre and associated development wells, in addition to the planned export pipeline route. Also being surveyed are the Liberator A3 and Serenity S1 appraisal well locations.

The survey will enable the Company to complete its Environmental Statement and provide the necessary engineering and environmental data to finalise its planning for its expected 2019 three-well drilling campaign and for inclusion in the Liberator Field Development Plan ("FDP").

Convertible Loan Notes

The Company also announces that all outstanding convertible loan notes totalling approximately £433,153 in principal will be repaid with interest in accordance with its terms on the maturity date of 31st March 2019.

Purchase of Shares

In addition to the previously announced purchase of 678,645 shares by i3's directors in the Placing announced March 12th, i3's management and board will be purchasing a further 2,131,538 ordinary shares in the Company at a price of 37 pence, totalling £788,669, alongside the Open Offer and conditional upon the completion of the Placing. Of this £788,669 figure, Neill Carson (Non-Executive Director), Graham Heath (Chief Financial Officer) and John Woods (Chief Operating Officer) will be purchasing £57,200, £116,999 and £120,969 worth of shares, respectively.

In relation to this transaction, Majid Shafiq (CEO), David Knox (Non-Executive Chairman) and Richard Ames (Non-Executive Director) are considered to be 'independent' for the purposes of AIM Rule 13 in consideration of the purchase of shares by Graham Heath and Neill Carson.  Having consulted with WH Ireland Limited, the Company's Nominated Advisor ("Nomad"), the independent directors Majid Shafiq, David Knox and Richard Ames consider that the terms of the transaction are fair and reasonable insofar as shareholders are concerned.

Following this purchase of shares, and assuming the completion of the Placing, Graham Heath will hold 6,816,213 shares representing 7.89% of the issued share capital on the Company. Likewise, Neill Carson will hold 6,712,133 shares representing 7.77% of the issued share capital of the Company.

Grant of Options

The Company also announces that it has issued a total of 5,920,000 share options ("Options"), granted conditionally upon the completion of the Placing as announced on March 12th, to directors and key management in accordance with the rules of the Company's Share Option Plan.  The issue of Options to directors is a related party transaction for the purposes of Rule 13 of the AIM Rules for Companies.

The exercise price of the new Options will be £0.395 per share, the closing price of the Company's ordinary shares as at 19th March 2019.  The Options are for ten years and will vest as follows:

·      One-third upon spud of the first well in i3's upcoming drilling campaign;

·      One-third upon securing funding for the Liberator Phase I development; and

·      One-third on increasing gross reserves to 50 MMbbls or achieving first oil from the Company's licences.

Regardless of the above, 100% of the options will vest at first oil from the Company's licences or if there is a change of control of the Company.

Number of Options issued today to directors:

Majid Shafiq                  1,200,000

Graham Heath               1,000,000

Richard Ames                100,000

Neill Carson                   100,000

In relation to this transaction, David Knox is considered to be 'independent' for the purposes of AIM Rule 13 in consideration of the issue of the Options.  Having consulted with WH Ireland Limited, the Company's Nominated Advisor ("Nomad"), the independent director David Knox considers that the terms of the transaction are fair and reasonable insofar as shareholders are concerned.

Following this announcement, the Company has in issue 52,022,965 ordinary shares of £0.0001 each, 5,000 deferred shares of £10.00 each, 3,082,052 share options with an exercise price of £0.55, 2,917,037 share options with an exercise price of £0.635 and 5,920,000 conditional share options with an exercise price of £0.395.

Majid Shafiq, CEO of i3 Energy commented:

"With our recent fundraise, we are delighted to now be driving operational progress for i3's operated three-well drilling campaign in the Greater Liberator Area in Summer 2019. The Directors and management team see massive opportunity in the Company and look forward to unlocking Liberator's potential through the drill bit."  

ENDS

CONTACT DETAILS:

	i3 Energy plc
	Majid Shafiq (CEO) / Graham Heath (CFO)	c/o Camarco Tel: +44 (0) 203 781 8331
	WH Ireland Limited (Nomad and Joint Broker)
	James Joyce, James Sinclair-Ford	Tel: +44 (0) 207 220 1666
	GMP FirstEnergy (Joint Broker)
	Jonathan Wright	Tel: +44 (0) 207 448 0200
	Canaccord Genuity Limited (Joint Broker) Henry Fitzgerald- O'Connor, James Asensio	Tel: +44 (0) 207 523 8000
	Camarco Georgia Edmonds, Jane Glover, James Crothers	Tel: +44 (0) 203 781 8331

Notes to Editors: i3 is an oil and gas development company initially focused on the North Sea. The Company's core asset is the Greater Liberator Area, located in Blocks 13/23d and 13/23c, containing 11 MMBO of 2P Reserves, 22 MMBO of 2C Contingent Resources and 47 MMBO of mid-case Prospective Resources. The Greater Liberator Area consists of the Liberator oil field discovered by well 13/23d-8 and the Liberator West extension, both of which i3 hold a 100% working interest in. The Company's strategy is to acquire high quality, low risk producing and development assets, to broaden its portfolio and grow its reserves and production. The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014.

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Majid Shafiq

2

Reason for the notification

a)

Position/status

CEO

b)

Initial notification/ Amendment

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

i3 Energy PLC

b)

LEI

213800949OZA9QA9FS17

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

Identification code

Share options

b)

Nature of the transaction

Share Option Plan

c)

Price(s) and volume(s)

Price(s)	Volume(s)
£0.395	1,200,000

d)

Aggregated information

-     Aggregated volume

-     Price

1,200,000

£0.395

e)

Date of the transaction

21/03/2019

f)

Place of the transaction

Off market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Graham Heath

2

Reason for the notification

a)

Position/status

CFO

b)

Initial notification/ Amendment

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

i3 Energy PLC

b)

LEI

213800949OZA9QA9FS17

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

Identification code

Share options

b)

Nature of the transaction

Share Option Plan

c)

Price(s) and volume(s)

Price(s)	Volume(s)
£0.395	1,000,000

d)

Aggregated information

-     Aggregated volume

-     Price

1,000,000

£0.395

e)

Date of the transaction

21/03/2019

f)

Place of the transaction

Off market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Graham Heath

2

Reason for the notification

a)

Position/status

CFO

b)

Initial notification/ Amendment

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

i3 Energy PLC

b)

LEI

213800949OZA9QA9FS17

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

Identification code

Purchase of shares

b)

Nature of the transaction

Purchase of shares

c)

Price(s) and volume(s)

Price(s)	Volume(s)
£0.37	316,213

d)

Aggregated information

-     Aggregated volume

-     Price

316,213

£0.37

e)

Date of the transaction

21/03/2019

f)

Place of the transaction

Off market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Richard Ames

2

Reason for the notification

a)

Position/status

Non-Executive Director

b)

Initial notification/ Amendment

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

i3 Energy PLC

b)

LEI

213800949OZA9QA9FS17

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

Identification code

Share options

b)

Nature of the transaction

Share Option Plan

c)

Price(s) and volume(s)

Price(s)	Volume(s)
£0.395	100,000

d)

Aggregated information

-     Aggregated volume

-     Price

100,000

£0.395

e)

Date of the transaction

21/03/2019

f)

Place of the transaction

Off market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Neill Carson

2

Reason for the notification

a)

Position/status

Non-Executive Director

b)

Initial notification/ Amendment

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

i3 Energy PLC

b)

LEI

213800949OZA9QA9FS17

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

Identification code

Share options

b)

Nature of the transaction

Share Option Plan

c)

Price(s) and volume(s)

Price(s)	Volume(s)
£0.395	100,000

d)

Aggregated information

-     Aggregated volume

-     Price

100,000

£0.395

e)

Date of the transaction

21/03/2019

f)

Place of the transaction

Off market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Neill Carson

2

Reason for the notification

a)

Position/status

Non-Executive Director

b)

Initial notification/ Amendment

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

i3 Energy PLC

b)

LEI

213800949OZA9QA9FS17

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

Identification code

Purchase of shares

b)

Nature of the transaction

Purchase of shares

c)

Price(s) and volume(s)

Price(s)	Volume(s)
£0.37	154,595

d)

Aggregated information

-     Aggregated volume

-     Price

154,595

£0.37

e)

Date of the transaction

21/03/2019

f)

Place of the transaction

Off market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

John Woods

2

Reason for the notification

a)

Position/status

Senior Manager

b)

Initial notification/ Amendment

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

i3 Energy PLC

b)

LEI

213800949OZA9QA9FS17

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

Identification code

Purchase of shares

b)

Nature of the transaction

Purchase of shares

c)

Price(s) and volume(s)

Price(s)	Volume(s)
£0.37	326,944

d)

Aggregated information

-     Aggregated volume

-     Price

326,944

£0.37

e)

Date of the transaction

21/03/2019

f)

Place of the transaction

Off market

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END

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