Registered Name: Evrima Plc
Ticker: EVA
Registered Office: Hill Dickinson Llp, 8th Floor The Broadgate Tower, 20 Primrose Street, London, England, EC2A 2EW
ISIN: GB00BMDFKP05
Registration Number: 06474216
Incorporation: 16 January 2008
Shares in issue as at 1 February 2023 : 39,436,728 ordinary shares of 0.1 pence
Shares not held in public hands as at 26 May 2022:18,848,666 ordinary shares of 0.1 pence, 47.79% of enlarged issue share capital
Exchange: Aquis Stock Exchange
The Directors are also committed to maintaining high standards of Corporate Governance and propose, as far as practicable, given the Company’s size and nature, to comply with the QCA Code.
Significant Shareholders
| Shares Held | Percentage of enlarged | |
|---|---|---|
| Gledhow Investments | 3.700.000 | 9,38% |
| Eight Capital | 2.683.333 | 6,80% |
| Mark Jackson | 1.292.000 | 3,28% |
| Pete Allaway | 1.233.333 | 3,13% |
| Andrew Neal | 1.200.000 | 3,03% |
Directors Share Holdings
| Shares Held | Percentage of enlarged | |
|---|---|---|
| S Grant-Rennick* | 5.540.000 | 14,05% |
| B Singh Tennent-Bhohi | 2.700.000 | 6,85% |
* Simon Grant-Rennick is an adviser to Alpha Corporate Services (Bermuda) Ltd. although he has no beneficial interest in that entity. Alpha Corporate Services (Bermuda) Ltd. hold 4,540,000 shares. Simon Grant-Rennick is interested in 1,000,000 shares.
Directors’ Options
| DIRECTOR | NUMBER OF OPTIONS HELD | VESTING CONDITIONS | STRIKE PRICE | EXPIRY |
|---|---|---|---|---|
| Burns Singh Tennent-Bhohi* | 1,000,000 | Vested | £0.10 | Aug-25 |
| (Chief Executive Officer) | 1.000.000 | Vested | £0.10 | Sep-26 |
| Simon Grant-Rennick* | 1.000.000 | Vested | £0.10 | Sep-26 |
| (Executive Chairman) | 1.000.000 | Vested | £0.10 | Sep-26 |
| Duncan Gordon** | 1.500.000 | Vesting Requirements* | £0.065 | Nov-27 |
| (Non-Executive Director) | ||||
| Legacy Directors’ Options O/S | 1,000,000 | Vested*** | £0.10 | Aug-25 |
| 1,000,000 | Vested*** | £0.10 | Sep-25 | |
| 900,000 | Vested | £0.04 | Jan-27 | |
| 200,000 | Vested | £0.055 | Jun-28 |
*Should Mr Singh Tennent-Bhohi and Mr Grant-Rennick exercise their options (in part or whole) on or before the life to expiry, they shall be issued replacement options on a one for one basis with a strike price of £0.20 and a life to expiry of 5-years from the date of admission of the exercised options
**Duncan Gordon has 1,500,000 Options for which 1,000,000 vested on his appointment as Non-Executive Director and the balance vesting on 12-months of service to the Company in his capacity as Non-Executive Director. Upon all options vesting, should Mr Gordon elect to exercise his options (in part or whole) he shall be issued replacement options on a one for one basis with a with a strike price of £0.10 and a life to expiry of 5-years from date of admission of the exercised options
***Should the holders of 2,000,000 options elect to exercise their options (in part or whole) on or before the life to expiry, they shall be issued replacement options on a one for one basis with a strike price of £0.20 and a life to expiry of 5-years from the date of admission of the exercised options
Directors’ Warrants
| Director | Number of Warrants Held | Strike Price | Expiry |
|---|---|---|---|
| Burns Singh Tennent-Bhohi | 700,000 | £0.06 | Jul – 23 |
| (Chief Executive Officer) | 2,000,000 | £0.10 | Sep – 24 |
| 4,000,000 | £0.065 | Dec – 27* | |
| Simon Grant-Rennick | 840,000 | £0.06 | Jul – 23 |
| (Executive Chairman) | 2,000,000 | £0.10 | Sep – 24 |
| 1,000,000 | £0.065 | Dec – 27* | |
| Duncan Gordon | 0 | ||
| (Non-Executive Director) |
*Should the warrantholder elect to exercise their warrant entitlement in part or in whole, they shall be furnished a replacement warrant on a one for one basis with a strike price of £0.10 and a life to expiry of 5-years from admission of the exercised warrants
Outstanding Investor Warrants
| EVENT RELATING TO ISSUE | WARRANTS ISSUED | STRIKE PRICE | PROCEEDS IF EXERCISED | EXPIRY |
|---|---|---|---|---|
| Equity Financing (July 2020) | 10,813,333 | £0.06 | £648,799.98 | 22/07/2023 |
| Acquisition Consideration (December 2020) | 2,300,000 | £0.12 | £276,000.00 | 04/12/2023 |
| Equity Financing (September 2021)** | 15,400,000 | £0.10 | £1,540,000.00 | 06/09/2024 |
| Advisory / Performance (December 2022)*** | 1,250,000 | £0.065 | £81,250.00 | 28/12/2027 |
| Performance Warrants**** | 6,000,000 | £0.065 | £390,000.00 | 28/12/2027 |
*Should the underlying warrantholder elect to exercise their holding in whole or part on or before the life to expiry, the warrantholder on exercise shall receive a replacement warrant. The replacement warrant shall have a strike price of, £0.12 and a life to expiry of 5-years from date of admission of the warrant-shares exercised. If all warrant holders were to exercise their rights, a further 10,813,333 warrants would be issued.
**Should the underlying warrantholder elect to exercise their holding in whole or part on or before the life to expiry, the warrantholder on exercise shall receive a replacement warrant. The replacement warrant shall have a strike price of, £0.20 and a life to expiry of 5-years from date of admission of the warrant-shares exercised.If all warrantholders were to exercise their rights a further 15,400,000 warrants would be issued.
***Should the underlying warrantholder elect to exercise their holding in whole or part on or before the life to expiry, the warrantholder on exercise shall receive a replacement warrant. The replacement warrant shall have a strike price of, £0.10 and a life to expiry of 5-years from date of admission of the warrant-shares exercised. If all warrantholders were to exercise their rights, a further 750,000 warrants would be issued.
****At the Company’s Annual General Meeting in December 2022, the Board proposed and the shareholders approved the creation of 6,000,000 Performance Warrants for which the Board have discretion to issue in circumstances whereby the Board believe performance has been of commercial benefit to the Company and its shareholders.
Fully Diluted Share Capital
As at 1 February 2023
| Issued Share Capital | 39,436,728 |
| Total Warrants Outstanding | 34,763,333* |
| Total Options Outstanding | 8,600,000 |
| Fully Diluted Share Capital | 82,800,061 |
*Performance Warrants Not Included as reserved for issue
FULLY DILUTED SHARE CAPITAL (should all replacement instruments be exercised)
| Fully Diluted Share Capital | 82,800,061 |
| Total Replacement Warrants Issued if All Warrants Exercised | 32,463,333 |
| Total Replacement Options Issued if All Options Exercised | 7,500,000 |
| Fully Diluted Share Capital Should All Instruments and Replacement Instruments be Exercised | 122,763,394 |
- Annual General Meeting 202230 Nov 2022
- Annual General Meeting 2022 – Proxy Form30 Nov 2022
- Annual General Meeting 202122 Sep 2022
- Annual General Meeting 202022 Sep 2022
- General Meeting 202022 Sep 2022
- Annual General Meeting 201922 Sep 2022
- General Meeting 201922 Sep 2022
- Annual General Meeting 201822 Sep 2022
