Form 8 (OPD) Trinity Exploration & Production plc

Trinity Exploration & Production
03 May 2024
 

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:

Trinity Exploration & Production 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

Trinity Exploration & Production Plc

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

OFFEREE

(e) Date position held:

     The latest practicable date prior to the disclosure

2 May 2024

(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"

NO

 

 

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:

 

Ordinary shares of USD 0.01 each

 

 

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:

N/A

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:

3(a) Interests held by directors of Trinity Exploration & Production Plc (excluding options and awards set out in 3 (b) below):

 

NAME

NUMBER OF ORDINARY SHARES

PERCENTAGE OF TOTAL ISSUED ORDINARY SHARE CAPITAL (excluding treasury shares)

Jeremy Bridglalsingh

319,463

0.82%

James Menzies

115,000

0.29%

Nicholas Clayton

30,000

0.07%

 

3(b) Options and LTIP awards held by directors of Trinity Exploration & Production Plc in Trinity Exploration & Production Plc shares:

 

(i)         Jeremy Bridglalsingh

Number and Class of Securities Under Option

Name of Scheme or Plan

Exercise Price

Vesting Details

55,809 ordinary shares of USD 0.01 each

LTIP Option Award 2019

Nil

Granted: 25.06.2020

 

Vested: 02.01.2023

 

Expires: 01.01.2025

 

90,000 ordinary shares of USD 0.01 each

LTIP Option Award 2021

Nil

Granted: 06.06.2022

 

Vesting: 01.01.2025

 

Expires: 01.01.2027

 

100,000 ordinary shares of USD 0.01 each

LTIP Option Award 2022

Nil

Granted: 21.08.2023

 

Vesting: 01.01.2026

 

Expires: 01.01.2028

 

(ii)         Julian Kennedy

Number and Class of Securities Under Option

Name of Scheme or Plan

Exercise Price

Vesting Details

75,000 ordinary shares of USD 0.01 each

LTIP Option Award 2021

Nil

Granted: 24.10.2022

 

Vesting: 01.01.2025

 

Expires: 01.01.2027

 

175,000 ordinary shares of USD 0.01 each

LTIP Option Award 2022

Nil

Granted: 21.08.2023

 

Vesting: 01.01.2026

 

Expires: 01.01.2028

 

 

 

 

 

 

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:

2 May 2024

Contact name:

Julian Kennedy, Chief Financial Officer

Telephone number:

+44 20 7390 0230
(Via Vigo Consulting)

 

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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