26 May 2020
Diversified Gas & Oil PLC
("DGO" or the "Company")
Director/PDMR Shareholding
Diversified Gas & Oil plc (DGOC.L), the U.S. based owner and operator of natural gas, natural gas liquids, and oil wells and midstream assets, announced on 11 May 2020 a share placing and subscription to raise gross proceeds of US$85.8 million (approximately £69.4 million) from new and existing institutional investors (the "Fundraising"). The Fundraising was successfully completed on 18 May 2020 when the Company's new and existing ordinary shares were admitted to the Premium Listing Segment of the Official List of the Financial Conduct Authority and to trading on the main market of the London Stock Exchange plc. At this date, the Company's issued share capital totalled 707,085,502 ordinary shares.
The Company confirms that following the Fundraising the shareholdings of the Directors remained unchanged and their interests in the Company are as set out below:
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Pre-Fundraising ordinary shares held |
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Post- Fundraising ordinary shares held |
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Change |
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Current % of holdings |
Robert Hutson Jr. |
20,860,000 |
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20,860,000 |
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- - |
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2.95% |
Bradley Gray |
2,282,981 |
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2,282,981 |
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- - |
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0.32% |
Martin Thomas |
2,150,000 |
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2,150,000 |
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- - |
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0.30% |
David Johnson |
375,000 |
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375,000 |
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- - |
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0.05% |
David J. Turner, Jr |
247,000 |
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247,000 |
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- - |
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0.03% |
Sandra Stash |
- |
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- |
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- - |
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- |
Melanie Little |
- |
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- |
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- - |
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- |
Mr Robert Post, former Director and Board Chairman, confirmed to the Company that his holdings also remain unchanged at 20,300,000 ordinary shares (or, 2.87% of issued share capital).
Enquiries
Diversified Gas & Oil PLC Rusty Hutson Jr., Chief Executive Officer Brad Gray, Chief Operating Officer Eric Williams, Chief Financial Officer Teresa Odom, Vice President, Investor Relations
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+ 1 (205) 408 0909
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Buchanan (Financial Public Relations) Ben Romney Chris Judd Kelsey Traynor James Husband
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+44 (0)20 7466 5000
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TR-1: S tandard form for notification of major holdings
NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) |
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1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached : |
Diversified Gas & Oil plc |
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1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate) |
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Non-UK issuer |
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2. Reason for the notification (please mark the appropriate box or boxes with an "X") |
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An acquisition or disposal of voting rights |
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An acquisition or disposal of financial instruments |
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An event changing the breakdown of voting rights |
X |
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Other (please specify): |
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3. Details of person subject to the notification obligation |
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Name |
Robert Hutson Jr |
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City and country of registered office (if applicable) |
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4. Full name of shareholder(s) (if different from 3.) |
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Name |
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City and country of registered office (if applicable) |
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5. Date on which the threshold was crossed or reached : |
18/05/2020 |
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6. Date on which issuer notified (DD/MM/YYYY): |
22/05/2020 |
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7. Total positions of person(s) subject to the notification obligation |
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% of voting rights attached to shares (total of 8. A) |
% of
voting rights through
financial instruments |
Total of both in % (8.A + 8.B) |
Total number of voting rights of issuer vii |
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Resulting situation on the date on which threshold was crossed or reached |
2.95% |
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2.95% |
707,085,502 |
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Position of previous notification (if applicable) |
3.25% |
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3.25% |
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8. Notified details of the resulting situation on the date on which the threshold was crossed or reached |
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A: Voting rights attached to shares |
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Class/type of ISIN code (if possible) |
Number of voting rights |
% of voting rights |
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Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
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GB00BYX7JT74 |
20,860,000 |
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2.95% |
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SUBTOTAL 8. A |
20,860,000 |
2.95% |
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B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a)) |
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Type of financial instrument |
Expiration |
Exercise/ |
Number of voting rights that may be acquired if the instrument is exercised/converted. |
% of voting rights |
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SUBTOTAL 8. B 1 |
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B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b)) |
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Type of financial instrument |
Expiration |
Exercise/ |
Physical or cash settlement |
Number of voting rights |
% of voting rights |
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SUBTOTAL 8.B.2 |
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9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X") |
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Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer |
X |
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Full
chain of controlled undertakings through which the voting rights and/or the |
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Name xv |
% of voting rights if it equals or is higher than the notifiable threshold |
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold |
Total of both if it equals or is higher than the notifiable threshold |
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10. In case of proxy voting, please identify: |
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Name of the proxy holder |
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The number and % of voting rights held |
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The date until which the voting rights will be held |
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11. Additional information |
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Place of completion |
Birmingham, AL USA |
Date of completion |
22 May 2020 |
TR-1: Standard form for notification of major holdings
NOTIFICATION OF MAJOR HOLDINGS(to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) | ||||||
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1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: | Diversified Gas & Oil plc | |||||
1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate) | ||||||
Non-UK issuer |
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2. Reason for the notification (please mark the appropriate box or boxes with an "X") | ||||||
An acquisition or disposal of voting rights |
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An acquisition or disposal of financial instruments |
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An event changing the breakdown of voting rights | X | |||||
Other (please specify): |
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3. Details of person subject to the notification obligation | ||||||
Name | Robert Post | |||||
City and country of registered office (if applicable) |
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4. Full name of shareholder(s) (if different from 3.) | ||||||
Name |
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City and country of registered office (if applicable) |
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5. Date on which the threshold was crossed or reached: | 18/05/2020 | |||||
6. Date on which issuer notified (DD/MM/YYYY): | 22/05/2020 | |||||
7. Total positions of person(s) subject to the notification obligation | ||||||
| % of voting rights attached to shares (total of 8. A) | % of voting rights through financial instruments | Total of both in % (8.A + 8.B) | Total number of voting rights of issue | ||
Resulting situation on the date on which threshold was crossed or reached | 2.87% | - | 2.87% | 707,085,502 | ||
Position of previous notification (if applicable) | 3.16% | - | 3.16% |
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8. Notified details of the resulting situation on the date on which the threshold was crossed or reached | |||||||||
A: Voting rights attached to shares | |||||||||
Class/type of ISIN code (if possible) | Number of voting rights | % of voting rights | |||||||
Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) | Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) | Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) | Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) | ||||||
GB00BYX7JT74 | 20,300,000 |
| 2.87% |
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SUBTOTAL 8. A | 20,300,000 | 2.87% | |||||||
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B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a)) | |||||||||
Type of financial instrument | Expiration | Exercise/ | Number of voting rights that may be acquired if the instrument is exercised/converted. | % of voting rights | |||||
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| SUBTOTAL 8. B 1 |
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B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b)) | |||||||||
Type of financial instrument | Expiration | Exercise/ | Physical or cash settlement | Number of voting rights | % of voting rights | ||||
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| SUBTOTAL 8.B.2 |
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9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X") | ||||
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer | X | |||
Full chain of controlled undertakings through which the voting rights and/or the |
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Name | % of voting rights if it equals or is higher than the notifiable threshold | % of voting rights through financial instruments if it equals or is higher than the notifiable threshold | Total of both if it equals or is higher than the notifiable threshold | |
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10. In case of proxy voting, please identify: | ||||
Name of the proxy holder |
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The number and % of voting rights held |
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The date until which the voting rights will be held |
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11. Additional information | ||||
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Place of completion | Birmingham, AL USA |
Date of completion | 22 May 2020 |