
2 February 2024
Global Petroleum
Limited
("Global" or "the
Company")
Directors' Remuneration / PDMR
Dealing
Global Petroleum (AIM: GBP) advises that
following the conclusion of the Board transition on 27 November
2023 and a subsequent detailed cost review of the Company's
operations, the Board has resolved on Jan 28th 2024 to
set remuneration for Directors as follows, with a view to aligning
the Director's interests more with those of the Company's
shareholders.
Daniel Page, Executive Chairman, and Cecilia
Yu, Executive Director, will receive cash component remuneration of
£32,000 and £30,000 per annum respectively. In addition, they will
receive a consulting contract of £250 per hour (after discounted by
50%) to a maximum annual cap of £100,000 per annum, starting 1
January 2024.
Daniel Page and Cecilia Yu will also be issued
with 100,000,000 fully paid ordinary shares ("Shares") in the
Company at an issue price equal to the last placing price of 0.06
pence for a total consideration of £60,000 each. The Shares will be
voluntarily escrowed for 90 days. The share issue will preserve the
cash position of the Company and is in recognition of the below
market rate remuneration for the Executive Directors.
Australian resident directors Andrew Draffin,
Independent Non-Executive Director, and Azib Khan, Non-Executive
Director, will receive a cash component remuneration of AUD36,000
per annum, plus 9.5% superannuation for their role as Non-Executive
Directors, starting 1 January 2024.
Mr Draffin will also be issued with 33,333,333
Shares in the Company at an issue price equal to the last placing
price of 0.06 pence, for a total consideration of £20,000 (after
discounted by 45%) with an escrow period of 90 days. The Shares
were issued as full and final settlement of unpaid compensation
relating to services provided to the Company outside his role of
Non-Executive Director to 31 December 2023.
Mr Draffin will continue to invoice the Company
separately for company secretarial and accounting services in line
with past levels and on an arm's length basis.
The Board has also resolved to issue options
over ordinary shares in the Company ("Options") to both the
Executive and Non-Executive Directors as outlined in the table
below.
The issued Options have the following
performance and time-based vesting conditions proportional to the
number of options issued to each Director as outlined
below.
1. 20% of Options issued
vest if the market capitalisation of the Company grows by 50%
within 1 year from date of issue;
2. 20% of Options issued
vest if the market capitalisation of the Company grows by 100%
within 1 year from date of issue;
3. 20% of Options issued
vest if the market capitalisation of the Company grows by 150%
within 1 year from date of issue;
4. 20% of Options issued
vest if the market capitalisation of the Company grows by 200%
within 1 year from date of issue; and
5. Remaining 20% of
Options issued vest in equal instalments over 5 years from date of
issue.
All Options have an expiry of 10 years from
date of issue with an exercise price of equal to a 50% premium to
the 7-day VWAP to 31 December 2023, being 0.0645p.
Performance vesting condition is based on the
average of 3 consecutive trading days at close.
A summary of the Shares and Options
issued is as follows.
Director
|
No. of Options
issued
|
No. of Shares
issued
|
Total interest in ordinary
shares held following issue of Shares
|
Total % of ordinary shares
held following issue of Shares
|
Daniel Page
|
250,000,000
|
100,000,000
|
114,320,988
|
5.88%
|
Cecilia Yu
|
250,000,000
|
100,000,000
|
100,000,000
|
5.14%
|
Andrew Draffin
|
50,000,000
|
33,333,333
|
34,000,000
|
1.75%
|
Azib Khan
|
50,000,000
|
-
|
Nil
|
Nil
|
The remuneration as outlined above will be
subject to semi-annual reviews in consideration of the Company's
performance.
Application will be made to AIM for the
admission to trading of 233,333,333 new ordinary shares which is
expected to occur at or around 8.00 am on 2 February 2024
("Admission"). The Shares will rank pari passu with the existing
Ordinary Shares of the Company.
Following Admission, the total issued share
capital of the Company will be 1,945,113,243 Ordinary Shares.
Accordingly, the figure of 1,945,113,243 may be used by
shareholders 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 Company under the FCA's
Disclosure Guidance and Transparency Rules.
Daniel Page,
Executive Chairman, of Global Petroleum
commented:
"The
remuneration package that we have outlined above is specifically
designed to conserve the Company's cash as well as ensure that we
as Directors are aligned with our shareholders as we look to
deliver our strategy and unlock the significant potential that we
believe is inherent in Global Petroleum."
For further information, please visit
http://www.globalpetroleum.com.au/
or contact:
Global
Petroleum Limited
|
+44 (0) 20 3 875 9255
|
Andrew Draffin, Company Secretary and
non-Executive Director
|
|
|
|
Panmure Gordon
(UK) Limited (Nominated Adviser & Joint
Broker)
|
+44 (0) 20 7886 2500
|
James Sinclair-Ford / Freddie Twist
Corporate Broking: Hugh Rich
|
|
|
|
CMC Markets
(Joint Broker)
Tom Curran / Thomas Smith
|
+44 (0) 20 7170 8200
|
|
|
SI Capital
Limited
|
+44 (0) 148 341 3500
|
Nick Emerson / Nick Briers
|
|
|
|
Tavistock
(Financial PR & IR)
Simon Hudson / Nick Elwes
|
+44 (0) 20 7920 3150
|
APPENDIX
DEALING NOTIFICATION FORM
FOR USE BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY AND THEIR
CLOSELY ASSOCIATED PERSONS
1.
|
Details of the
person discharging managerial responsibilities/person closely
associated
|
a)
|
Name: Andrew Draffin
|
2.
|
Reason for the
notification
|
a)
|
Position/status: Non-Executive
Director
|
b)
|
Initial notification/Amendment: Initial
Notification
|
3.
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
a)
|
Name: Global Petroleum Limited
|
b)
|
LEI: 261700ZCFL0J30FEAY97
|
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:
Ordinary Shares of 33,333,333
Options over Ordinary Shares -
50,000,000
Identification code: AU000000GBP6
|
b)
|
Nature of the transaction:
Issue of options and fully paid ordinary
shares
|
c)
|
Price(s) and volume(s):
33,333,333 - Ordinary Shares
issued for 0.06 pence
50,0000,000 - Options exercisable at
0.09675 pence
|
d)
|
Aggregated information:
N/A - Single transaction
|
e)
|
Date of the transaction(s): 2 February
2024
|
f)
|
Place of the transaction: Outside of trading
venue
|
1.
|
Details of the
person discharging managerial responsibilities/person closely
associated
|
a)
|
Name: Daniel Page
|
2.
|
Reason for the
notification
|
a)
|
Position/status: Executive Director &
Chairman
|
b)
|
Initial notification/Amendment: Initial
Notification
|
3.
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
a)
|
Name: Global Petroleum Limited
|
b)
|
LEI: 261700ZCFL0J30FEAY97
|
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:
Ordinary shares of 100,000,000
Options over Ordinary Shares -
250,000,000
Identification code:
AU000000GBP6
|
b)
|
Nature of the transaction:
Issue of options and fully paid ordinary
shares
|
c)
|
Price(s) and volume(s):
100,000,000 - Ordinary Shares
issued for 0.06 pence
250,0000,000 - Options exercisable at
0.09675 pence
|
d)
|
Aggregated information:
N/A - Single transaction
|
e)
|
Date of the transaction(s): 2 February
2024
|
f)
|
Place of the transaction: Outside of a trading
venue
|
1.
|
Details of the
person discharging managerial responsibilities/person closely
associated
|
a)
|
Name: Cecilia Yu
|
2.
|
Reason for the
notification
|
a)
|
Position/status: Executive Director
|
b)
|
Initial notification/Amendment: Initial
Notification
|
3.
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
a)
|
Name: Global Petroleum Limited
|
b)
|
LEI: 261700ZCFL0J30FEAY97
|
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)
|
Ordinary shares of 100,000,000
Options over Ordinary shares -
250,000,000
Identification code: AU000000GBP6
|
b)
|
Nature of the transaction:
Issue of options
|
c)
|
Price(s) and volume(s):
100,000,000 - Ordinary Shares
issued for 0.06 pence
250,0000,000 - Options exercisable at
0.09675 pence
|
d)
|
Aggregated information:
N/A - Single transaction
|
e)
|
Date of the transaction(s): 2 February
2024
|
f)
|
Place of the transaction: Outside of a trading
venue
|
1.
|
Details of the
person discharging managerial responsibilities/person closely
associated
|
a)
|
Name: Azib Khan
|
2.
|
Reason for the
notification
|
a)
|
Position/status: Non- Executive
Director
|
b)
|
Initial notification/Amendment: Initial
Notification
|
3.
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
a)
|
Name: Global Petroleum Limited
|
b)
|
LEI: 261700ZCFL0J30FEAY97
|
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:
Options over Ordinary Shares -
50,000,000
|
b)
|
Nature of the transaction:
Issue of options
|
c)
|
Price(s) and volume(s):
50,0000,000 - Options exercisable at
0.09675 pence
|
d)
|
Aggregated information:
N/A - Single transaction
|
e)
|
Date of the transaction(s): 2 February
2024
|
f)
|
Place of the transaction: Outside of a trading
venue
|