Issued Share Capital
As at 1st May 2019, the share capital of Griffin Mining is as follows:
|Shares Issued & Outstanding||172,748,728|
|Fully Diluted (vested)||188,327,060|
|Fully Diluted (including unvested)||194,993,727|
On 13 February 2014 options (the “40 pence options”) over 5,000,000 new ordinary shares were granted to directors and key employees of the Company in order to retain and incentivise key personnel with managerial and operating experience in non- standard jurisdictions in a tight mining employment market.
Each 40 pence option will entitle the holder to subscribe for new ordinary shares in the Company at an exercise price of £0.40 per share on or before 31 December 2018 subsequently extended to 31 December 2022. One third of these options vested on 31 December 2014, one third vested on 31 December 2015, and one third vested on 31 December 2016.
On 6 February 2015 the Board resolved to adopt a new share option scheme (the “30 pence options”) over a total of 20,000,000 new ordinary shares in the Company in order to retain and incentivise the Company’s directors and management.
Each 30 pence option will entitle the holder to subscribe for new ordinary shares in the Company at an exercise price of 30 pence per new ordinary share on or before 31 December 2020 subsequently extended to 31 December 2022. One third of these options vested immediately upon being granted, one third of these options vested on 31st December 2016, and a further third of each holder’s options will vest on the granting of a new mining licence over Zone II at the Caijiaying mine.
The 30 pence options will not vest if an employee or a director resigns or leaves the Company for cause prior to the vesting event taking place.
All the 30 pence options will vest immediately upon a takeover offer being made; or a substantial change in the business of the Company or its subsidiaries; or the sale of a substantial asset of the Company or by its subsidiaries; or a change in substantial control of the Company taking place prior to the options expiring.
In total options over 25,000,000 new ordinary shares in the Company have been granted giving a fully diluted share capital of 194,993,727.
Registrars & Transfer Agents
Link Market Services (Jersey) Limited, 12 Castle Street, St Helier, Jersey JE2 3RT
Codan Services Ltd., Clarendon House, 2 Church Street, Hamilton, HM11
The Company’s registrars provide a Customer Support Centre which is available to answer any queries in relation to shareholdings in the Company to those shareholders:
By phone – UK – 0371 664 0300 Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Lines are open between 09:00 – 17:30, Monday to Friday excluding public holidays in England and Wales).
By email – firstname.lastname@example.org
By post – Link Market Services (Jersey) Limited, The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU.
The rights of shareholders in the Company under Bermuda Company law and the Company’s bye-laws may be different from the rights of shareholders in a UK incorporated company.
There is no provision under Bermuda company law or the Company’s bye laws to require disclosure of significant shareholdings. The Company is however aware of the following significant shareholdings of 3% or more in the issued share capital of the Company:
Adam Usdan, through both direct and indirect interests, has a beneficial interest in 33,242,980 shares in Griffin, representing 19.2% of the Company’s issued share capital.
A controlling group comprising of Seren Capital Management Limited, Blake Holdings Limited, Oak Trust Limited and Richard Griffiths has a beneficial interest in 7,000,000 shares in Griffin, representing 4.07% of the Company’s issued share capital.
There are no restrictions on the transfer of shares.
There are 540,000 shares held in treasury.
Shares not in public hands
25% of the Company’s issued shares are not in public hands.