Board Appointments, Exercise and Issue of Warrants

Valereum

03/07/2025 17:35

RNS Number : 6924P

Valereum PLC

03 July 2025

 

This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

 

03/07/25

 

Valereum Plc

("Valereum", "VLRM" or the "Company")

 

Board Changes Formalised

Exercise of Warrants and Options

PDMR Dealings

Issuance of Warrants

 

Valereum Plc (AQSE: VLRM) is pleased to announce, following the announcement made on 11th June 2025, the following appointments are now being made. Matthew Ripperger and Grant Gischen will be joining the Board as Non-Executive Directors. Karl Moss and Pete Sekhon will now step down from the Board. These changes are effective immediately.

 

Following these changes, the Board will comprise the following members:

-     James Formolli - Executive Chairman

-     Gary Cottle - Group CEO

-     Grant Gischen - Non-Executive Director

-     Matthew Ripperger - Non-Executive Director

-     Simon Brickles - Non-Executive Director

 

Disclosures required pursuant to Rule 4.9 of the Aquis Growth Market Rulebook.

 

Matthew Ripperger both directly and indirectly holds 4,812,934 shares in the Company.

 

Following the grant of the below mentioned warrants, Grant and Matthew will each hold 2.5m warrants in the Company with an exercise price of £0.001. Further details of the terms of these warrants are disclosed below.

 

Save as set out in this announcement, there are no further details to be disclosed under Rule 4.9 of the Aquis Access Rules for Companies in respect of Matthew Ripperger and Grant Gischen.

 

Exercise of warrants and options

The Company has received notice of exercise from 5 warrant and option holders for a total of 17,675,000 Ordinary Shares at an exercise price of £0.001 per share. As a result, the Company will issue 17,675,000 new Ordinary Shares to the following exercisers.

 

Details of exercise:

James Formolli
5 million warrants
Karl Moss
4.175 million options and 1.5 million warrants
Daryl McFarlane
5 million options
Peter Sekhon
1 million warrants

 

An employee of the Company has also exercised 1 million options.

 

Admission

Application will be made for the new Ordinary Shares, which will rank pari passu with the existing Ordinary Shares in issue, to be admitted to trading on the AQSE Growth Market ("Admission"). Dealings are expected to commence on or around 10th July 2025.

 

Total voting rights

Following the exercises of the options and warrants, the Company's total number of Ordinary Shares in issue will be 216,209,716. This figure may be used by shareholders as the denominator for the calculation to determine if they are required to notify the Company of their interest in, or a change to their interest in, the Company's securities pursuant to the Company's Articles.

 

Issuance of warrants

Following the above mentioned Board changes, the Company has issued 2.5 million warrants each to Matthew Ripperger (Non-Executive Director) and Grant Gischen (Non-Executive Director), and 1.5 million warrants each to Peter Sekhon (Investor Relations Director) and Karl Moss (CFO). 

 

The Company has also issued 5 million warrants to Illiquid Assets Solutions Limited in respect of crypto advisory services provided by them to the Company.

 

The above mentioned options and warrants are exercisable at a cost of £0.001 per share, expire after 10 years from the date of issue, and any shares subsequently acquired will be subject to a lock-up period of 12 months from the date of issue, except that following the expiry of the first six months of the lock-up period, the restriction will be removed from 50% of the shares.

 

The FCA notification, made in accordance with the requirements of the UK Market Abuse Regulation, is appended below.

 

For more information, and the chance to have your questions directly answered, please head to our interactive investor hub via: Investor Hub. 

 

For further information, please contact:

 

Valereum Plc
Peter Sekhon, Investor Relations Director
Engage with the company directly
Tel: +44 7938 767319
Investor Hub
Fortified Securities
Guy Wheatley
Tel: +44 203 4117773
AQSE Corporate Adviser
First Sentinel Corporate Finance
Brian Stockbridge
Tel: +44 20 3855 5551

 

The Directors of the Company accept responsibility for the contents of this announcement.

 

For more information, please visit the Company's website at www.vlrm.com or to engage with the Valereum Plc management team:

 

Navigate to our Interactive Investor
hub here: Sign Up

 

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES OR CONNECTED PERSONS

 

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
James Formolli
2.
Reason for the Notification
a)
Position / status
Chairman
b)
Initial notification / Amendment
Initial notification
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Valereum Plc
b)
LEI
213800EJ8BFEQQ9POX79
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 0.1p each
Identification Code
GI000A2P2W41
b)
Nature of the transaction
Exercise of warrants
c)
Price(s) and volume(s)
Price
Volume
£0.001
5,000,000
d)
Aggregated information:
· Aggregated volume
· Price
Single transaction, see details in item (c) above
e)
Date of the transaction
2 July 2025
f)
Place of the Transaction
Outside a trading venue

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Karl Moss
2.
Reason for the Notification
a)
Position / status
CFO
b)
Initial notification / Amendment
Initial notification
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Valereum Plc
b)
LEI
213800EJ8BFEQQ9POX79
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 0.1p each
Identification Code
GI000A2P2W41
b)
Nature of the transaction
Exercise of warrants and options
c)
Price(s) and volume(s)
Price
Volume
£0.001
£0.001
1,500,000
4,175,000
d)
Aggregated information:
· Aggregated volume
· Price
Volume: 5,675,000
Price: £5,675
e)
Date of the transaction
2 July 2025
f)
Place of the Transaction
Outside a trading venue
a)
Description of the Financial instrument, type of instrument
Ordinary shares of 0.1p each
Identification Code
GI000A2P2W41
b)
Nature of the transaction
Grant of warrants
c)
Price(s) and volume(s)
Price
Volume
Exercise price of £0.001 per warrant
1,500,000
d)
Aggregated information:
· Aggregated volume
· Price
N/A
e)
Date of the transaction
2 July 2025
f)
Place of the Transaction
Outside a trading venue

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Peter Sekhon
2.
Reason for the Notification
a)
Position/status
Investor Relations Director
b)
Initial notification / Amendment
Initial notification
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Valereum Plc
b)
LEI
213800EJ8BFEQQ9POX79
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 0.1p each
Identification Code
GI000A2P2W41
b)
Nature of the transaction
Exercise of warrants
c)
Price(s) and volume(s)
Price
Volume
£0.001
1,000,000
d)
Aggregated information:
· Aggregated volume
· Price
Single transaction, see details in item (c) above
e)
Date of the transaction
2 July 2025
f)
Place of the Transaction
Outside a trading venue
a)
Description of the Financial instrument, type of instrument
Ordinary shares of 0.1p each
Identification Code
GI000A2P2W41
b)
Nature of the transaction
Grant of warrants
c)
Price(s) and volume(s)
Price
Volume
Exercise price of £0.001 per warrant
1,500,000
d)
Aggregated information:
· Aggregated volume
· Price
N/A
e)
Date of the transaction
2 July 2025
f)
Place of the Transaction
Outside a trading venue

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
MatthewRipperger
2.
Reason for the Notification
a)
Position / status
Director
b)
Initial notification / Amendment
Initial notification
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Valereum Plc
b)
LEI
213800EJ8BFEQQ9POX79
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 0.1p each
Identification Code
GI000A2P2W41
b)
Nature of the transaction
Grant of warrants
c)
Price(s) and volume(s)
Price
Volume
Exercise price of £0.001 per warrant
2,500,000
d)
Aggregated information:
· Aggregated volume
· Price
N/A
e)
Date of the transaction
2 July 2025
f)
Place of the Transaction
Outside a trading venue

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Grant Gischen
2.
Reason for the Notification
a)
Position / status
Director
b)
Initial notification / Amendment
Initial notification
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Valereum Plc
b)
LEI
213800EJ8BFEQQ9POX79
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 0.1p each
Identification Code
GI000A2P2W41
b)
Nature of the transaction
Grant of warrants
c)
Price(s) and volume(s)
Price
Volume
Exercise price of £0.001 per warrant
2,500,000
d)
Aggregated information:
· Aggregated volume
· Price
N/A
e)
Date of the transaction
2 July 2025
f)
Place of the Transaction
Outside a trading venue

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Daryl McFarlane
2.
Reason for the Notification
a)
Position/status
Head of VLRM Technology Verticals
b)
Initial notification / Amendment
Initial notification
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Valereum Plc
b)
LEI
213800EJ8BFEQQ9POX79
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 0.1p each
Identification Code
GI000A2P2W41
b)
Nature of the transaction
Exercise of options
c)
Price(s) and volume(s)
Price
Volume
£0.001
5,000,000
d)
Aggregated information:
· Aggregated volume
· Price
Single transaction, see details in item (c) above
e)
Date of the transaction
2 July 2025
f)
Place of the Transaction
Outside a trading venue

 

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