26 Nov 2019

Terms and Conditions of the share purchase agreement and share option agreements concluded with ING Bank N.V. on 11 November 2019

Under the Share Purchase Agreement concluded between Zenith Pure Oil and ING Bank N.V. (“ING”) on 11 November 2019 the number of Zenith Pure Oil shares to be sold is 3,341,680.

Zenith Pure Oil Plc. (“Zenith Pure Oil”) hereby notifies the capital market participants in relation to the announcement as of 11 November 2019 of the following:

Under the Share Purchase Agreement concluded between Zenith Pure Oil and ING Bank N.V. (“ING”) on 11 November 2019 the number of Zenith Pure Oil shares to be sold is 3,341,680; and under the share option agreements concluded between Zenith Pure Oil and ING on 11 November 2019 Zenith Pure Oil receives American call options and ING receives European put options regarding 39,179,973 pieces of Zenith Pure Oil shares on 28 November 2019.

The strike price of both the call and put options is EUR 8.97482 per one share.

As a result of the transactions the number of treasury shares decreases by 3,341,680 pieces of shares. After the settlement which takes place on 28 November 2019, Zenith Pure Oil will own directly and indirectly 56,770,484 “A” Series and 578 “C” Series Zenith Pure Oil Ordinary shares.