RNS Number : 1557D
Serinus Energy PLC
01 April 2025
 

FORM 8 (OPD)

 

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

(a) Full name of discloser:

Serinus Energy plc

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

     The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.

N/A

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each offeror/offeree

Serinus Energy plc

(d) Is the discloser the offeror or the offeree?

OFFEREE

(e) Date position held:

     The latest practicable date prior to the disclosure

31st  March 2025

(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

     If it is a cash offer or possible cash offer, state "N/A"

N/A

 

 

2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

 

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

 

Class of relevant security:

 

ORD NPV

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

Nil

Nil

Nil

(2) Cash-settled derivatives:

 

Nil

Nil

Nil

Nil

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

Nil

Nil

Nil

Nil

 

     TOTAL:

Nil

Nil

Nil

Nil

 

All interests and all short positions should be disclosed.

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

(b)        Rights to subscribe for new securities

 

Class of relevant security in relation to which subscription right exists:

None

Details, including nature of the rights concerned and relevant percentages:

N/A

 

 

3.         POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

Details of any interests, short positions and rights to subscribe (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:

 

a)   Shareholdings of ordinary shares by directors of Serinus Energy plc

 

Name

Total Number of Serinus Shares

Percentage of Existing Issued Ordinary Share Capital

Jeffrey Auld

6,993,480

4.62%

Łukasz Rędziniak

702,000

0.46%

Jim Causgrove

290,000

0.19%

Total:

 7,985,480

5.28%

 

b)   The directors of the Serinus Energy plc have the following rights to subscribe for the following relevant Serinus Energy plc securities

 

Name

Date of grant

Type of grant

Vesting period

Exercise price (p)

Expiry Date

No. of outstanding options / LTIP shares

Jeffrey Auld

22 Dec 2020

Option

N/A vested

£0.02

22 Dec 2027

1,880,000

27 May 2019

Option

N/A vested

£0.02

27 May 2029

100,000

03 Dec 2018

Option

N/A vested

£0.02

03 Dec 2028

250,000

23 Oct 2024

LTIP

3 years

£nil

23 Oct 2029

959,505

Total:






3,189,505

 

c)   The employees of Serinus Energy plc have the following rights to subscribe for the following relevant Serinus Energy plc securities

 

 

Name

Date of grant

Type of grant

Vesting period

Exercise price (p)

Expiry Date

No. of outstanding options / LTIP shares

Vlad Ryabov

23 Oct 2024

LTIP

3 years

£nil

23 Oct 2029

548,289

Stuart Morrison

23 Aug 2021

Option

Vested

£0.02

23 Aug 2031

175,000

23 Oct 2024

LTIP

3 years

£nil

23 Oct 2029

460,562

Calvin Brackman

03 Dec 2018

Option

Vested

£0.02

03 Dec 2028

70,000

23 Oct 2024

LTIP

3 years

£nil

23 Oct 2029

135,973

Alexandra Damascan

03 Dec 2018

Option

Vested

£0.02

03 Dec 2028

23,000

23 Oct 2024

LTIP

3 years

£nil

23 Oct 2029

92,435

Haithem Ben Hassen

22 Dec 2020

Option

Vested

£0.02

22 Dec 2027

48,000

23 Oct 2024

LTIP

3 years

£nil

23 Oct 2029

56,201

Arafet Mansili

03 Dec 2018

Option

Vested

£0.02

03 Dec 2028

35,000

01 Jun 2023

LTIP

Vested

£nil

01 Jun 2026

10,490

Rhonda Yaniw

03 Dec 2018

Option

Vested

£0.02

03 Dec 2028

4,600

23 Oct 2024

LTIP

3 years

£nil

23 Oct 2029

43,264

Total:






1,702,814

 

Options and LTIP Shares relate to Serinus Energy plc's Option plan and LTIP scheme awarded by the remuneration committee. The Option plan and LTIP scheme are subject to performance criteria (if any) as disclosed within the Serinus Energy plc's Annual Report for the relevant year of the awards.

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

4.         OTHER INFORMATION

 

(a)        Indemnity and other dealing arrangements

 

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it:

Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"

 

None

 

 

(b)        Agreements, arrangements or understandings relating to options or derivatives

 

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to:

(i)  the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

 

None

 

 

(c)        Attachments

 

Are any Supplemental Forms attached?

 

Supplemental Form 8 (Open Positions)

NO

Supplemental Form 8 (SBL)

NO

 

 

Date of disclosure:

1st April 2025

Contact name:

Rhonda Yaniw

Telephone number:

+44 (0)204 541 7859

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

 

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

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