27 Jun 2025

Settlement of derivative agreements and conclusion of new agreements

Settlement of derivative agreements and conclusion of new agreements

Zenith Pure Oil Plc. (“Zenith Pure Oil”) hereby notifies the market of the following:
Zenith Pure Oil agreed with UniCredit Bank GmbH (“UniCredit”) on 27 June 2025, that the option rights in relation to 31,000,000 Zenith Pure Oil Series “A” Ordinary shares (“Shares”) under the share option agreement executed between UniCredit and Zenith Pure Oil on 05 July 2024 will be either fully cash settled or partly physically and partly cash settled on 04 July 2025.
Simultaneously, Zenith Pure Oil and UniCredit entered into a new share option agreement. According to the new share option agreement Zenith Pure Oil will receive American call options and UniCredit will receive European put options, with the effective date of 08 July 2025. The maturity date of both the call and put options will be 03 July 2026.
Zenith Pure Oil agreed with ING Bank N.V. (“ING”) on 27 June 2025, that the option rights in relation to 31,000,000 Shares under the share option agreement executed between ING and Zenith Pure Oil on 05 July 2024 will be either fully cash settled or partly physically and partly cash settled on 04 July 2025.
Simultaneously, Zenith Pure Oil and ING entered into a new share option agreement. According to the new share option agreement Zenith Pure Oil will receive American call options and ING will receive European put options, with the effective date of 08 July 2025. The maturity date of both the call and put options will be 03 July 2026.
Zenith Pure Oil agreed with Commerzbank AG (“Commerzbank”) on 27 June 2025, that the total return swap agreement signed on 05 July 2024 in respect of 6,676,013 Shares will be either fully cash settled or partly physically and partly cash settled on 04 July 2025.
Simultaneously, Zenith Pure Oil and Commerzbank entered into a new total return swap agreement.
The number of affected Shares, the number of options as well as the strike price of the options in the transactions above will be defined based on market data available as of 04 July 2025 and the capital market participants will be informed accordingly.