REG - Griffin Mining Ltd - Transaction in Own Shares & PDMR Shareholdings

Griffin MiningAnnouncement

05/01/2024 14:30

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RNS Number : 8359Y  Griffin Mining Limited  05 January 2024

 

8(th) Floor, Royal Trust House, 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)

 

TRANSACTION IN OWN SHARES

&

EXERCISE OF OPTIONS / DIRECTOR/PDMR SHAREHOLDINGS

 

5 January 2024

 

 

On 12 September 2023, the Company announced that in light of the severely
undervalued nature of the Company's share price, the cash generated by
operations in conjunction with the available funds available outside of China
to Griffin and the current depressed nature of base metals prices and the
share prices of those producers, the Directors had resolved to renew efforts
to successfully effect the share buy-back programme announced on 25 February
2021 (the "Buy-Back Programme") to return excess monies not required to meet
financial and working capital requirements to shareholders. Furthermore, the
Directors had determined that, provided sufficient funds are available, they
may seek to extend the buy-back programme in the same terms once the current
Buy-Back Programme expires on 25 February 2024.

 

In addition to the Buy-Back Programme, the directors reserved the right
(subject to compliance with applicable law) to:

 

1.   purchase large blocks of shares from individual shareholders where the
large number of such shares offered in the market may cause instability in the
Company's share price; and

 

2.   purchase a larger number of shares via a tender offer which would be
the subject of further documentation being sent to non-US resident
shareholders.

 

In view of the market price of the Company's shares, the lack of shares
capable of being offered daily to the Company for repurchase under the
Buy-Back Programme and the desire of certain large individual shareholders
wishing to possibly sell a large number of such shares which could cause
instability in the Company's share price, the Company announced on 19 December
2023 that it has increased the funds available for the purchase of its own
shares from up to US$5m to up to US$10 million and an unlimited number of
shares in addition to that already expended under the Buy-Back Programme.

 

Today, Griffin announces that it has entered into trades committing to
purchase, through its joint broker Joh. Berenberg, Gossler & Co. KG,
8,886,128 of the Company's own ordinary shares ("Ordinary Shares"),
representing 4.6% of the Company's issued share capital (excluding shares
already held in treasury), at a price of 88 pence per Ordinary Share, for a
total consideration of £7,819,792, excluding brokers fees, (the
"Transaction").  On settlement of these trades the Ordinary Shares purchased
will be held in treasury for the time being.

 

The Transaction is being conducted separately from the Company's latest share
buyback programme as announced on 25 February 2021, which will continue as
planned.

 

Following completion of the purchase of these Ordinary Shares there are
194,828,420 Ordinary Shares in issue, of which 10,177,977 Ordinary Shares will
be held in treasury.

 

Related Party Transactions under the AIM Rules for Companies

 

Roger Goodwin, a current director of the Company and a related party of the
Company for the purposes of the AIM Rules, has sold 1,350,000 shares to the
Company ("Goodwin Share Sale"). This constitutes a related party transaction
under Rule 13 of the AIM Rules for Companies.  The Directors (excluding Roger
Goodwin) consider, having consulted with the Company's nominated adviser,
Panmure Gordon, that the terms of the Goodwin Share Sale are fair and
reasonable insofar as its shareholders are concerned.

 

On 1 March 2021 the Company was advised that Richard Griffiths and controlled
undertakings, which held an interest in 24,313,224 ordinary shares in the
company representing approximately 12.7% of the Existing Share Capital) and is
therefore a related party of the Company, has sold 7,423,628 shares to the
Company as part of the Transaction.  This constitutes a related party
transaction under Rule 13 of the AIM Rules for Companies. The Directors
(excluding Roger Goodwin) consider, having consulted with the Company's
nominated adviser, Panmure Gordon, that the terms of this share sale and
purchase are fair and reasonable insofar as the Company's shareholders are
concerned.

 

On 21 January 2021 the Company was advised that Andrew Goffe and controlled
undertakings, which held an interest in 26,513,657 ordinary shares in the
Company representing approximately 13.8% of the Existing Share Capital) and is
therefore a related party of the Company, has sold 112,500 shares to the
Company as part of the Transaction.  This constitutes a related party
transaction under Rule 13 of the AIM Rules for Companies. The Directors
(excluding Roger Goodwin) consider, having consulted with the Company's
nominated adviser, Panmure Gordon, that the terms of this share sale and
purchase are fair and reasonable insofar as the Company's shareholders are
concerned.

 

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities

 

On 31 December 2023, Roger Goodwin, Finance Director, exercised options over
2,000,000 Ordinary Shares in Griffin. Application has been made to AIM for the
shares issued pursuant to the option exercise, which will rank pari passu with
existing Ordinary Shares, to be admitted to trading on AIM ("Admission").
Dealings are expected to commence on 8 January 2024 at 8.00 a.m.

 

On 5 January 2024, Roger Goodwin, Finance Director, sold 1,350,000 Ordinary
Shares in Griffin at a price of 88 pence per Ordinary Share as part of the
Transaction.

 

Following the above exercises and sale, Roger Goodwin holds 1,527,830 Ordinary
Shares representing 0.8% of the issued share capital of the Company.

 

Following the option exercise and Transaction, shareholders should use
184,650,443 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.

 

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                          Roger Goodwin

 2    Reason for the notification

 a)   Position/status                                              Finance Director

 b)   Initial notification /Amendment                              Initial notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         Griffin Mining Limited

 b)   LEI                                                          213800VXEARSK4D5UG12
 4    Details of the transaction(s): section to be repeated for (i) each type of

    instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 a)   Description of the financial instrument, type of instrument  Ordinary Shares of one US cent each

      Identification code

                                                                   ISIN: BMG4122J 10 62.6
 b)   Nature of the transaction                                    Exercise of Options

 c)   Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                                   30 pence  1,500,000

 d)   Aggregated information

      - Aggregated volume                                          1,500,000

      - Price                                                      30 pence per share
 e)   Date of the transaction                                      2 January 2024

 f)   Place of the transaction                                     Jersey

d)

 

Aggregated information

- Aggregated volume

- Price

 

1,500,000

30 pence per share

e)

 

Date of the transaction

2 January 2024

f)

Place of the transaction

Jersey

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                          Roger Goodwin

 2    Reason for the notification

 a)   Position/status                                              Finance Director

 b)   Initial notification /Amendment                              Initial notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         Griffin Mining Limited

 b)   LEI                                                          213800VXEARSK4D5UG12
 4    Details of the transaction(s): section to be repeated for (i) each type of

    instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted

 a)   Description of the financial instrument, type of instrument  Ordinary Shares one US cent each

      Identification code

                                                                   ISIN: BMG4122J 10 62.6
 b)   Nature of the transaction                                    Sale of Ordinary Shares

 c)   Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                                   88 pence  1,350,000
 d)   Aggregated information

      - Aggregated volume                                          1,350,000

      - Price                                                      88 pence
 e)   Date of the transaction                                      5 January 2024

 f)   Place of the transaction                                     London

d)

 

Aggregated information

- Aggregated volume

- Price

 

1,350,000

88 pence

e)

 

Date of the transaction

5 January 2024

f)

Place of the transaction

London

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                          Roger Goodwin

 2    Reason for the notification

 a)   Position/status                                              Finance Director

 b)   Initial notification /Amendment                              Initial notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         Griffin Mining Limited

 b)   LEI                                                          213800VXEARSK4D5UG12
 4    Details of the transaction(s): section to be repeated for (i) each type of

    instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted

 a)   Description of the financial instrument, type of instrument  Ordinary Shares one US cent each

      Identification code

                                                                   ISIN: BMG4122J 10 62.6
 b)   Nature of the transaction                                    Exercise of Options

 c)   Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                                   40 pence  500,000
 d)   Aggregated information

      - Aggregated volume                                          500,000

      - Price                                                       40 pence
 e)   Date of the transaction                                      2 January 2024

 f)   Place of the transaction                                     Jersey

d)

 

Aggregated information

- Aggregated volume

- Price

 

500,000

 40 pence

e)

 

Date of the transaction

2 January 2024

f)

Place of the transaction

Jersey

 

 

About Griffin Mining Limited

 

Griffin Mining Limited's shares are quoted on the Alternative Investment
Market (AIM) of the London Stock Exchange (symbol GFM). Griffin Mining Limited
owns and operates in China, through its 88.8% owned Joint Venture stock
company, the Caijiaying Zinc Gold Mine, a profitable mine producing zinc,
gold, silver, and lead metals in concentrates. For more information, please
visit the Company's website www.griffinmining.com.

Further information

 

Griffin Mining Limited

Mladen Ninkov - Chairman
Telephone: +44(0)20 7629 7772

Clive Whiley - Senior Independent Director

 

Panmure Gordon (UK)
Limited
Telephone: +44 (0)20 7886 2500

             Dominic Morley

             Dougie McLeod

 

Berenberg
 
Telephone: +44(0)20 3207 7800

            Matthew Armitt

Jennifer Lee

 

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) No. 596/2014 as it forms part of UK domestic
law by virtue of the European Union (Withdrawal) Act 2018 ("MAR").

 

Griffin Mining Limited's shares are quoted on the Alternative Investment
Market (AIM) of the London Stock Exchange (symbol GFM).

 

The Company's news releases are available on the Company's web site:
www.griffinmining.com (http://www.griffinmining.com/)

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