Strategy Update, Board Changes, Award of Options

Milton Capital PLC

09 November 2023

 

9 November 2023

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY MILTON CAPITAL PLC TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014, AS AMENDED ("MAR"). ON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

Milton Capital Plc

("Milton" or the "Company")

Strategy Update, Board Changes and Award of Options

Highlights

·      Company will continue to identify all investment opportunities but with a primary focus on opportunities in the energy sector

·      Appointment of Nick Pillar as a non-executive director

·      Richard Mays, non-executive director, change of role to non-executive chairman of the board

·      Awarding of 7,500,000 share options to directors and consultants

Following the appointment of a new leadership team, the Company is pleased to announce a strategy update and the appointment of a new Non-Executive Director.

Strategy Update

The Board of Directors will continue on-going efforts in identifying opportunities that will not be limited to a particular geographic location. However, given the collective experience of the Directors, the Company will primarily focus on opportunities in the energy sector. In particular, the focus within this sector will be in light to medium hydrocarbon exploration and extraction and natural hydrogen.

The Directors believe that these types of investment opportunities are integral to the energy transition and, as such, will provide considerable growth potential for shareholders.

Nicholas ("Nick") William Pillar - Non-Executive Director (aged 73)

Nick Pillar holds a BSc in Applied Geology and has over 40 years of experience in the oil and gas industry. He started his career working for Geophysical Services Inc in the field and office before joining Enterprise Oil plc in 1990 where he became Head of Geophysical Operations. He spent 2 years as Chief Geophysicist for Enterprise where he led a team of 60 staff before the company was taken over by Shell in 2002. Two years were spent in Malaysia with Petronas Carigali as a consultant. On returning to the UK Nick was asked to build the service division of Ikonscience, a niche rock physics company, subsequently becoming Ikon's Operations Director. He has also undertaken tutoring work at Imperial College, London. In his most recent post, he served for 10 years as Head of Geophysics for Canadian Overseas Petroleum Limited where he undertook geophysical analysis of opportunities and assets in the UKCS, West Africa, and North America.

In respect of paragraphs 9.6.13(1) to 9.6.13(6) of the Financial Conduct Authority's Listing Rules, the below details all directorships held by the director in any other publicly quoted company at any time in the previous five years:

Current directorships	Previous directorships
Nick Pillar and Associates Ltd	N/A

Nick Pillar does not hold any ordinary shares in the Company.

There is no further information in respect of the appointment of Nick Pillar which would require disclosure under Listing Rule 9.6.13 R (1) - (6).

Edward Dawson, Executive Director commented: "We are excited to have Nick join the Company to enhance its technical capacity as we gear up to exploit our experience, network and opportunities in the energy sector. Nick brings many years of relevant experience as is evidenced by his CV and we look forward to him working alongside us to create value for shareholders."

Award of Options

As part of the incentivisation arrangements to drive shareholder value the Board has approved the following award of options over ordinary shares in the Company to directors and consultants ("Options").

·    Richard Mays: 3,000,000

·    Edward Dawson: 3,000,000

·    Nick Pillar: 750,000

·    Other consultants: 750,000

Following the granting of the Options, the Directors will hold:

Director	Options	Investor Warrants
Richard Mays	3,000,000	8,000,000
Edward Dawson	3,000,000	8,000,000
Malcolm Burne	Nil	12,000,000
Nick Pillar	750,000	Nil

The Options have an exercise price of 1.5p per share and the Options will vest on completion of a substantial transaction and will have a life to expiry of 3 years from the date of vesting.

Enquiries

Milton Capital plc Directors Edward Dawson		[e-mail] or [e-mail]
Peterhouse Capital Limited Financial Adviser Brefo Gyasi / Guy Miller		[phone]
Corporate Broker Lucy Williams / Duncan Vasey

PDMR DEALINGS

i)

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	Richard Mays
2	Reason for the notification
a)	Position/status	Non-Executive Chairman
b)	Initial notification /Amendment	Initial
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Milton Capital Plc
b)	LEI	213800HP1JUEEDRXTV09
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	Ordinary Shares of £0.01 each ISIN:      GB00BMWLC750
b)	Nature of the transaction	Share options grant
c)	Price(s) and volume(s)	Exercise price of each share option :1.5p Volume: 3,000,000
d)	Aggregated information - Aggregated volume - Price
e)	Date of the transaction	8 November 2023
f)	Place of the transaction	Main Market

ii)

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	Edward Dawson
2	Reason for the notification
a)	Position/status	Executive Director
b)	Initial notification /Amendment	Initial
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Milton Capital Plc
b)	LEI	213800HP1JUEEDRXTV09
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	Ordinary Shares of £0.01 each ISIN:      GB00BMWLC750
b)	Nature of the transaction	Share options grant
c)	Price(s) and volume(s)	Exercise price of each share option :1.5p Volume: 3,000,000
d)	Aggregated information - Aggregated volume - Price
e)	Date of the transaction	8 November 2023
f)	Place of the transaction	Main Market

iii)

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	Nick Pillar
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	Milton Capital Plc
b)	LEI	213800HP1JUEEDRXTV09
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	Ordinary Shares of £0.01 each ISIN:      GB00BMWLC750
b)	Nature of the transaction	Share options grant
c)	Price(s) and volume(s)	Exercise price of each share option :1.5p Volume: 750,000
d)	Aggregated information - Aggregated volume - Price
e)	Date of the transaction	8 November 2023
f)	Place of the transaction	Main Market

 

END