REG - Griffin Mining Ltd - Amendment - Result of Share Buyback

Griffin MiningAnnouncement

23/09/2025 10:00

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RNS Number : 4437A  Griffin Mining Limited  23 September 2025

The following amendments have been made to the "Result of Share Buyback"
announcement, released on 23/09/25 at 7.00am under the RNS No: 3364A:

Total Ordinary Shares to be acquired is 7,531,308 meaning the total
consideration was £14,610,737.52 and On Cancellation, the Company's issued
ordinary share capital will be 176,672,173 Ordinary Shares.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM THE UNITED STATES OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
EU REGULATION 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018

 

8(th) Floor, 54 Jermyn Street, London, SW1Y 6LX. United Kingdom
Telephone: + 44 (0)20 7629 7772  Facsimile:  + 44 (0)20 7629 7773

E mail: griffin@griffinmining.com (mailto:griffin@griffinmining.com)

 

23(rd) September 2025

 

Result of Share Buyback via Reverse Accelerated Bookbuild

Related Party Transaction

Total Voting Rights

 

Following the launch announcement on 19 September 2025 (the "Launch
Announcement"), Griffin is pleased to announce the final results of the share
buyback to purchase ordinary shares of $0.01 each in the Company ("Ordinary
Shares") via a reverse accelerated bookbuild (the "RABB Buyback").

 

Pursuant to the RABB Buyback, 7,531,308 Ordinary Shares will be acquired at a
price of 194 pence per Ordinary Share (the "Buyback Price") for total
consideration of £14,610,737.52 by Panmure Liberum, acting as principal. The
Ordinary Shares purchased by the Company pursuant to the RABB Buyback will be
cancelled (the "Cancellation").

 

On Cancellation, the Company's issued ordinary share capital will be
176,672,173 Ordinary Shares and the total number of voting rights in the
Company will be 176,672,173. This figure may be used by Shareholders as the
denominator for the calculations by which they will determine if they are
required to notify their interest in, or a change to their interest in, the
Company, under the Disclosure Guidance and Transparency Rules of the Financial
Conduct Authority.

 

As a result of the RABB Buyback, there have been the following changes to the
holdings of the following Directors and their connected persons:

 

 Name           Number of shares sold  Holding of shares following the Share Buyback  % of issued share capital following the Share Buyback
 Mladen Ninkov  0                      7,033,001                                      4.0%
 Roger Goodwin  0                      1,527,830                                      0.9%
 Dean Moore     0                      100                                            0.0%
 Linda Naylor   0                      20,000                                         0.0%
 Adam Usdan     0                      29,209,348                                     16.5%
 Clive Whiley   0                      100,100                                        0.1%

 

The Company purchasing 5,232,624 Ordinary Shares from Richard Griffiths
constitutes a related party transaction under Rule 13 of the AIM Rules, due to
their status as a Substantial Shareholder (as defined under the AIM Rules). In
this context, the Directors of the Company, excluding those participating in
the RABB Buyback, confirm, having consulted with the Company's nominated
adviser, Panmure Liberum, that they consider that Griffin purchasing Ordinary
Shares sold by Richard Griffiths in the RABB Buyback to be fair and reasonable
insofar as its shareholders are concerned.

 

The Company purchasing 473,005 Ordinary Shares from Overbrook Management
constitutes a related party transaction under Rule 13 of the AIM Rules, due to
their status as a Substantial Shareholder (as defined under the AIM Rules). In
this context, the Directors of the Company, excluding those participating in
the RABB Buyback, confirm, having consulted with the Company's nominated
adviser, Panmure Liberum, that they consider that Griffin purchasing Ordinary
Shares sold by Overbrook Management in the RABB Buyback to be fair and
reasonable insofar as its shareholders are concerned.

 

The person responsible for arranging the release of this announcement on
behalf of the Company is

Roger Goodwin, Finance Director.

 

Enquiries:

 

 Griffin Mining Limited            Telephone: +44(0)20 7629 77
 Mladen Ninkov - Chairman
 Roger Goodwin - Finance Director

 Panmure Liberum                   Telephone: +44 (0)20 7886 2500
 James Sinclair-Ford / Zak Wadud
 Rupert Dearden / Rauf Munir

 Berenberg                         Telephone: +44(0)20 3207 7800
 Matthew Armitt
 Jennifer Lee
 Deltir Elezi

 

 

Important Notices

 

The information contained within this Announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(Regulation 596/2014) as it forms part of UK domestic law by virtue of the
European Union (Withdrawal) Act 2018. Upon the publication of this
Announcement via a Regulatory Information Service, this inside information is
now considered to be in the public domain.

 

Panmure Liberum Limited ("Panmure Liberum"), which is authorised and regulated
in the United Kingdom by the FCA, is acting as nominated adviser and broker
exclusively for Griffin and no one else in connection with the matters set out
in this announcement and will not regard any other person as its client in
relation to the matters set out in this announcement and will not be
responsible to anyone other than Griffin for providing the protections
afforded to clients of Panmure Liberum, nor for providing advice in relation
to the contents of this announcement or any other matter referred to herein.
Neither Panmure Liberum nor any of its subsidiaries, branches or affiliates
owes or accepts any duty, liability or responsibility whatsoever (whether
direct or indirect, whether in contract, in tort, under statute or otherwise)
to any person who is not a client of Panmure Liberum in connection with this
announcement, any statement contained herein or otherwise or any transaction,
arrangement or other matter referred to herein.

 

Neither Panmure Liberum nor any of its affiliates nor any of their respective
directors, officers, employees, advisers or agents accepts any responsibility
or liability whatsoever for, or makes any representation or warranty, express
or implied, as to, the truth, accuracy or completeness of the information in
this announcement (or whether any information has been omitted from the
announcement) or any other information relating to Griffin, whether written,
oral or in a visual or electronic form, and howsoever transmitted or made
available or for any loss howsoever arising from any use of this announcement
or its contents or otherwise arising in connection therewith.

 

All times referred to are London, UK, time unless otherwise stated.

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