Thalassa Holdings Limited Share Dealings (2171X)
08 Janeiro 2014 - 1:15PM
UK Regulatory
TIDMTHAL
RNS Number : 2171X
Thalassa Holdings Limited
08 January 2014
8 January 2014
Thalassa Holdings Ltd
(Reuters: THAL.L, Bloomberg: THAL:LN)
("Thalassa" or the "Company")
Transaction in own Shares, Director's Sale and Related Party
Transactions
The Board reported on 8 January 2014 Thalassa's continuing
strong performance in 2013, which the Board largely attributes to
the performance of its employees and consultants. The Board is
therefore keen to promote a programme of management share ownership
so as to incentivise and reward these individuals on a long term
basis for the benefit of all shareholders.
The Board is therefore pleased to announce that Duncan Soukup,
the Company's Chairman, has agreed today to sell 1,000,000 shares
of $0.01 each of the Company ("Ordinary Shares") to the THAL
Discretionary Trust at a price of GBP2.70 per share. Following the
sale Mr Soukup will be interested in 3,112,571 Ordinary Shares.
The Board also announces that the Company has also agreed today
to sell 1,078,667 Ordinary Shares to the THAL Discretionary Trust
out of treasury at a price of GBP0.264 per Ordinary Share.
Upon completion of these sales, the THAL Discretionary Trust,
which holds the shares for the benefit of the Company's employees,
directors and consultants, will be interested in a total of
3,078,667 Ordinary Shares.
Following the sale of the Ordinary Shares in treasury, the
Company's issued share capital will comprise 25,057,522 Ordinary
Shares, with no further Ordinary Shares held in treasury.
To finance these purchases by the THAL Discretionary Trust, the
Company has agreed to provide a loan of GBP3,054,768 to the THAL
Discretionary Trust. The loan, which has been granted for a term of
up to 36 months, bears interest annually at Base Rate plus 3 per
cent.
The purchase of the 1,078,667 Ordinary Shares from the Company's
treasury and the GBP3,054,768 loan from the Company to the Trust
both represent related party transactions under AIM Rule 14. The
Directors of the Company, other than Mr Soukup who is a trustee of
the Trust, (the "Independent Directors") having consulted with the
Company's nominated adviser, consider that the terms of these
transactions are fair and reasonable insofar as the Company's
shareholders are concerned. In reaching this conclusion, the
Independent Directors viewed the sale of the shares from treasury
at a price of GBP0.264 each, compared to a closing price on 7
January 2014 of GBP2.875, as being broadly akin to an award of free
shares under a long term incentive plan to compensate these
individuals for their relatively low levels of remuneration and
equity participation whilst the Thalassa business has developed
over recent years, and to incentivise and reward such individuals
on a long term basis for the benefit of all shareholders.
Duncan Soukup, Chairman, said: "On a personal level, I have
agreed to sell 1,000,000 shares, the benefit which will, over time,
inure to employees and contractors deemed to be key to the future
growth of the Company. This is part of a programme to increase
employee ownership in the Company and is the first time in 5 years
that I have sold shares. Having acquired 447,750 shares at the
placing in April 2013, this sale therefore only represents a net
sale of 552,250 shares, which equates to less than 100,000 shares
on average per year since admission in July 2008. I have no
intention to sell any further shares for the foreseeable future and
certainly not the next 12 months."
Contacts:
Thalassa Holdings Ltd:
Duncan Soukup, Executive Chairman +33 (0)6 78 63 26 89
WH Ireland Limited (Nominated adviser):
Chris Fielding, Head of Corporate Finance 020 7220 1650
www.thalassaholdingsltd.com
Notes to Editor:
Thalassa Holdings Ltd, incorporated and registered in the BVI
and quoted on AIM, is a holding company with a focus on marine
seismic operations. The corporate strategy for the Group is
"Exploration and Beyond". "Exploration" is focused on activity in
frontier and challenging locations, whilst "Beyond" focuses on
production activity by looking to secure opportunities in the
permanent reservoir monitoring market. Thus activity and focus will
be dominated by projects in remote and challenging frontier
locations, coupled with lower risk projects in mature producing
regions.
Alongside the technical expertise and consultancy in marine
seismic operations provided through its subsidiary, WGP, the Group
operates three portable modular source systems (PMSS(TM)). The
PMSS(TM) generates a seismic source for use in seismic acquisition
in petroleum exploration and production. The equipment is
temporarily installed on the back of a platform supply vessel for
the purposes of acquiring data.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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