Mosman Oil and Gas Limited Director Subscription (0460D)

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RNS Number : 0460D

Mosman Oil and Gas Limited

14 February 2020

14 February 2020

Mosman Oil and Gas Limited

("Mosman" or the "Company")

Director Subscription

Further to the Placing announced earlier today, Mosman Oil and Gas Limited (AIM: MSMN) the oil exploration, development and production company, announces that the Company's Executive Chairman, John Barr, and Technical Director, Andy Carroll, have agreed to subscribe for a further aggregate 41,666,666 shares at a price of 0.15p per share ("Director Subscription Shares") in lieu of director and consultancy fees due or owed for the year to 30 June 2020 of AUD120,000 (the "Director Subscription").

Following the Director Subscription and the Fundraising announced earlier today, their shareholdings will be as follows:

 
 Director        No. of Ordinary    No. of New Shares   No. of Ordinary            % interest in Ordinary 
                  Shares held as     subscribed for      Shares held immediately    shares immediately 
                  at date of this    in the Director     following admission        following admission 
                  announcement       Subscription 
 John Barr       30,100,001         20,833,333          50,933,334                 4.52% 
                -----------------  ------------------  -------------------------  ----------------------- 
 Andy Carroll    21,876,500         20,833,333          42,709,833                 3.79% 
                -----------------  ------------------  -------------------------  ----------------------- 
 

They will each also receive 1 warrant for each Director Subscription Share on the same basis as those taking part in the Fundraising, each warrant conveying the right to subscribe for a further new ordinary share at an exercise price of 0.23p with a term of 12 months.

 
Director       No. of options         No. of options over          No. of options over 
                over Ordinary Shares   Ordinary Shares subscribed   Ordinary Shares held 
                held prior to the      for in the Director          immediately following 
                announcement           Subscription                 the Director Subscription 
John Barr      13,000,000(*)          20,833,333(**)               33,833,333 
               ---------------------  ---------------------------  -------------------------- 
Andy Carroll   13,000,000(*)          20,833,333(**)               33,833,333 
               ---------------------  ---------------------------  -------------------------- 
 

*Exercisable at various prices

** Exercisable at a price of 0.23p per share

Related Party Transaction

John Barr and Andy Carroll, as directors of the Company, are considered to be "related parties" as defined under the AIM Rules and accordingly, their participation in the Director Subscription constitutes a related party transaction for the purposes of Rule 13 of the AIM Rules.

The Director independent of the Director Subscription, being John Youngs (Non-Executive Director), considers, having consulted with the Company's nominated adviser, that the terms of the Director Subscription are fair and reasonable insofar as the Company's shareholders are concerned.

Admission to AIM and Total Voting Rights

Further to the announcement this morning, application has now been made for the Placing Shares and the Director Subscription Shares (together the "New Shares"), which will rank pari passu with the existing Ordinary Shares, to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective and dealings will commence on or around 27 February 2020.

Following Admission, the issued share capital of the Company will consist of 1,127,477,634 Ordinary Shares. No shares were held in treasury at the date of this announcement. The total current voting rights in the Company are therefore 1,127,477,634.

Consequently, the above figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their

interest in, or a change to their interest in, the share capital of the Company under the Company's Constitution.

Enquiries:

 
 Mosman Oil & Gas Limited            NOMAD and Broker 
  John W Barr, Executive Chairman     SP Angel Corporate Finance LLP 
  Andy Carroll, Technical Director    Stuart Gledhill / Richard Hail 
  [e-mail]          / Soltan Tagiev 
  [e-mail]        [phone] 
 Alma PR 
  Justine James 
  [phone] 
  [phone] 
  [e-mail] 
 

Updates on the Company's activities are regularly posted on its website www.mosmanoilandgas.com

Market Abuse Regulation (MAR) Disclosure

Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.

The notifications below, made in accordance with the requirements of the EU Market Abuse Regulation, provide further detail on the director's share dealing.

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:                                   1. John Barr 
                                               2. Andy Carroll 
     ---------------------------------  ------------------------------------------------------------ 
 2.   Reason for the notification 
     ----------------------------------------------------------------------------------------------- 
 a)   Position/status:                        1. Chairman 
                                               2. Technical Director 
     ---------------------------------  ------------------------------------------------------------ 
 b)   Initial notification/Amendment:    Initial notification 
     ---------------------------------  ------------------------------------------------------------ 
 3.   Details of the issuer, emission allowance market participant, 
       auction platform, auctioneer or auction monitor 
     ----------------------------------------------------------------------------------------------- 
 a)   Name:                              Mosman Oil and Gas Limited 
     ---------------------------------  ------------------------------------------------------------ 
 b)   LEI:                               213800PWZID9URNNGZ54 
     ---------------------------------  ------------------------------------------------------------ 
 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       Ordinary shares of no par 
       instrument, type of instrument:    value and options over ordinary 
       Identification code:               shares 
                                          AU0000XINET1 
     ---------------------------------  ------------------------------------------------------------ 
 b)   Nature of the transaction:         Purchase of new ordinary shares 
     ---------------------------------  ------------------------------------------------------------ 
 c)   Price(s) and volume(s):             New ordinary shares Price(s)          Volume(s) 
                                                 1. 0.15p     20,833,333 
 
                                                  2. 0.15p     20,833,333 
 
 
 
 
                                           Warrants over ordinary shares Price(s)          Volume(s) 
                                                 1. 0.23p     20,833,333 
 
                                                  2. 0.23p     20,833,333 
     ---------------------------------  ------------------------------------------------------------ 
 d)   Aggregated information:             New Ordinary Shares Price(s)   Volume(s) 
       Aggregated volume:                   0.15p      41,666,666 
       Price:                                         ----------- 
 
 
                                           Warrants over ordinary shares Price(s)         Volume(s) 
                                                 1. 0.23p    41,666,666 
     ---------------------------------  ------------------------------------------------------------ 
 e)   Date of the transaction:           12 February 2020 
     ---------------------------------  ------------------------------------------------------------ 
 f)   Place of the transaction:          Outside of trading venue 
     ---------------------------------  ------------------------------------------------------------ 
 

**ENDS**

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February 14, 2020 03:30 ET (08:30 GMT)