PROVIDENCE RES. Providence Resources P.L.C.Alteration To 2009 Share Option Scheme, Long Term Incentive Plan & Grant Of Options

 
TIDMPVR 
 
 
   PROVIDENCE RESOURCES P.l.c. 
 
   ALTERATION TO CERTAIN TERMS OF THE 2009 SHARE OPTION SCHEME 
 
   TO FACILITATE THE IMPLEMENTATION OF LONG TERM INCENTIVE PLAN 
 
   AND THE GRANT OF OPTIONS TO DIRECTORS 
 
   Dublin and London - August 9, 2016 - Providence Resources P.l.c. (PVR LN, 
PRP ID), the Irish based Oil and Gas Exploration Company, announces that 
it has implemented a long term incentive plan (the "2016 LTIP Scheme") 
for directors following alterations to certain provisions of the 2009 
Share Option Scheme (the "2009 Scheme").  Accordingly, the Company has 
granted options over 22.6 million ordinary shares of EUR0.10 each in the 
Company ("Ordinary Shares") with a strike price set at EUR0.45 per 
Ordinary Share, which represents a premium of nearly 4 times the current 
market price. 
 
   Background 
 
   In 2009, the Company adopted the 2009 Scheme which provided for the 
award of options over Ordinary Shares up to a maximum of 5% of the 
issued share capital of the Company.  Under the 2009 Scheme, which is a 
ten year scheme, the exercise period for any options granted is seven 
years.  The 2009 Scheme set out certain share growth performance 
criteria with the base price against which such criteria is assessed 
being established from the closing market price of the Ordinary Shares 
on the date preceding the date of grant. 
 
   The 2009 Scheme operates as an equity-settled share option scheme and 
options can be granted subject to the following conditions (which can be 
varied at the Company's sole discretion): 
 
 
   1. 50% of the total number of options granted are exercisable after one year 
      from the date of grant, provided that the market price of the Ordinary 
      Shares has increased by a minimum of 25% and that such an increase is 
      maintained over a period of three months prior to the exercise of any 
      option; 
 
   2. The remaining 50% of the total number of option granted are exercisable 
      after a further year has elapsed, provided that the market price of the 
      Ordinary Shares has increased by a minimum of 50% and that such an 
      increase is maintained over a period of three months prior to the 
      exercise of any option. 
 
 
   2016 LTIP Scheme 
 
   Following the successful capital restructuring of the business in July 
2016, and in line with the Company's strategy to put in place an 
appropriate long term incentive plan, the Company has altered certain 
provisions of the 2009 Scheme to facilitate the implementation of the 
2016 LTIP Scheme.  The alterations provide for a fixed exercise price 
significantly above the current market price and a reduction to the 
period of time during which options can be exercised. 
 
   The applicable alterations are as follows: 
 
 
 
   Option Price 
 
 
   1. 50% of the total number of options granted are exercisable after one year 
      from the date of grant provided that the market price of the Ordinary 
      Shares exceeds a price of EUR0.45 per Ordinary Share; 
 
   2. The remaining 50% of the total number of options granted are exercisable 
      after a further year has elapsed, provided that the market price of the 
      Ordinary Shares exceeds a price of EUR0.45 per Ordinary Share. 
 
   Period for Exercise of Option 
 
   No options shall be exercisable more than three years after the grant 
date and all options which have not been exercised by that date shall 
lapse. 
 
   For the avoidance of doubt, the above alterations made to the strike 
price and duration only relate to options being granted under the 2016 
LTIP Scheme. All other options granted or capable of being granted are 
subject to the original provisions of the 2009 Scheme. 
 
   Grant of Options under 2016 LTIP Scheme 
 
   Having introduced the 2016 LTIP Scheme on the terms set out above, the 
Company has granted 22.6 million options (the "Options") to the 
Directors with effect from August 8, 2016: 
 
 
 
 
                                             Number of Options  Strike Price 
  Director           Position                     Granted        (EUR cents) 
Tony O'Reilly      Chief Executive Officer          12,000,000          45.0 
John O'Sullivan    Technical Director                9,000,000          45.0 
James McCarthy     Non-Executive Chairman              400,000          45.0 
Lex Gamble         Non-Executive Director              400,000          45.0 
Philip O'Quigley   Non-Executive Director              400,000          45.0 
Phil Nolan         Non-Executive Director              400,000          45.0 
 
 
   The following specific terms and conditions apply to the Options: 
 
 
   1. 11.3 million Options are exercisable on or after August 8, 2017, provided 
      that the market price of the Ordinary Shares exceeds EUR0.45 per Ordinary 
      Share; 
 
   2. 11.3 million Options are exercisable on or after August 8, 2018, 
       provided that the market price of the Ordinary Shares exceeds EUR0.45 
      per Ordinary Share; and 
 
   3. The Options must be exercised prior to or on August 8, 2019. 
 
 
   The number of Options being granted represents c. 3.7% of the issued 
ordinary share capital of the Company. 
 
   The grant of Options to the non-executive directors above reflects their 
agreement to forego director's fees earlier in 2016.  In aggregate, a 
total of 640,000 options previously issued to the Directors under the 
2009 Scheme have been relinquished. 
 
   As of August 8, 2016, the Directors' interest in the issued share 
capital of the Company is as follows: 
 
 
 
 
                    Number of Ordinary    % of Issued      Number of Options 
  Director             Shares Held        Share Capital         Granted 
Tony O'Reilly                   500,011           0.08%             12,000,000 
John O'Sullivan                 226,154           0.04%              9,000,000 
James McCarthy                  203,300           0.03%                400,000 
Lex Gamble                      400,000           0.07%                400,000 
Philip O'Quigley                167,531           0.03%                400,000 
Phil Nolan                    1,045,186           0.17%                400,000 
 
 
 
 
INVESTOR ENQUIRIES 
 Providence Resources P.l.c.               Tel: [phone] 
 Tony O'Reilly, Chief Executive Officer 
Cenkos Securities plc                    Tel: [phone] 
 Neil McDonald/Derrick Lee 
J&E Davy                                 Tel: [phone] 
 Anthony Farrell 
MEDIA ENQUIRIES 
 Powerscourt                               Tel: [phone] 
 Lisa Kavanagh/Peter Ogden 
Murray Consultants                       Tel: [phone] 
 Pauline McAlester 
 
   ABOUT PROVIDENCE RESOURCES 
 
   Providence Resources is an Irish based Oil and Gas Exploration Company 
with a portfolio of appraisal and exploration assets located offshore 
Ireland.  Providence's shares are quoted on AIM in London and the ESM in 
Dublin. 
 
   This announcement is distributed by NASDAQ OMX Corporate Solutions on 
behalf of NASDAQ OMX Corporate Solutions clients. 
 
   The issuer of this announcement warrants that they are solely 
responsible for the content, accuracy and originality of the information 
contained therein. 
 
   Source: Providence Resources plc via Globenewswire 
 
   HUG#2034029 
 
 
  http://www.providenceresources.com/html/ 
 

(END) Dow Jones Newswires

August 09, 2016 06:20 ET (10:20 GMT)

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