Company Information

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 HeldPercentage of enlarged
Gledhow Investments3.700.0009,38%
Eight Capital2.683.3336,80%
Mark Jackson1.292.0003,28%
Pete Allaway1.233.3333,13%
Andrew Neal1.200.0003,03%
Directors Share Holdings
Shares HeldPercentage of enlarged
S Grant-Rennick*5.540.00014,05%
B Singh Tennent-Bhohi2.700.0006,85%

* 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
DIRECTORNUMBER OF OPTIONS HELDVESTING CONDITIONSSTRIKE PRICEEXPIRY
Burns Singh Tennent-Bhohi*1,000,000Vested£0.10Aug-25
(Chief Executive Officer)1.000.000Vested£0.10Sep-26
Simon Grant-Rennick*1.000.000Vested£0.10Sep-26
(Executive Chairman)1.000.000Vested£0.10Sep-26
Duncan Gordon**1.500.000Vesting Requirements*£0.065Nov-27
(Non-Executive Director)
Legacy Directors’ Options O/S1,000,000Vested***£0.10Aug-25
1,000,000Vested***£0.10Sep-25
900,000Vested£0.04Jan-27
200,000Vested£0.055Jun-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
DirectorNumber of Warrants Held Strike PriceExpiry
Burns Singh Tennent-Bhohi 700,000£0.06Jul – 23
(Chief Executive Officer)2,000,000£0.10Sep – 24
4,000,000£0.065Dec – 27*
Simon Grant-Rennick840,000£0.06Jul – 23
(Executive Chairman)2,000,000£0.10Sep – 24
1,000,000£0.065Dec – 27*
Duncan Gordon0
(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 ISSUEWARRANTS ISSUEDSTRIKE PRICEPROCEEDS IF EXERCISEDEXPIRY
Equity Financing (July 2020)10,813,333£0.06£648,799.9822/07/2023
Acquisition Consideration (December 2020)2,300,000£0.12£276,000.0004/12/2023
Equity Financing (September 2021)**15,400,000£0.10£1,540,000.0006/09/2024
Advisory / Performance (December 2022)***1,250,000£0.065£81,250.0028/12/2027
Performance Warrants****6,000,000£0.065£390,000.0028/12/2027

*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 Capital39,436,728
Total Warrants Outstanding34,763,333*
Total Options Outstanding8,600,000
Fully Diluted Share Capital82,800,061

*Performance Warrants Not Included as reserved for issue

 

FULLY DILUTED SHARE CAPITAL (should all replacement instruments be exercised)

Fully Diluted Share Capital82,800,061
Total Replacement Warrants Issued if All Warrants Exercised32,463,333
Total Replacement Options Issued if All Options Exercised7,500,000
Fully Diluted Share Capital Should All Instruments and Replacement Instruments be Exercised122,763,394