|
Share Information
Share Capital Information
| Issued ordinary shares: |
65,078,502 |
| Shares held in Treasury: |
nil |
| Warrants: |
1,100,095 |
| Options: |
3,885,000 |
| Fully diluted: |
81,063,597 |
| Authorised ordinary shares: |
1,000,000,000 |
The Company’s issued share capital consists entirely of Ordinary Shares of 1p each, with one voting right per share.
The above figure of 65,078,502 shares may be used by shareholders as the denominator for calculations by which they will determine if they are required under the Disclosure and Transparency Rules to notify their interest in, or a change to their interest in, the Company.
All the Company's shares are in public hands, except for those held by the Directors and their related parties and by substantial shareholders (defined in the AIM rules as holding more than 3%), as set out below and amounting in total to 64.34% of the shares in issue.
Shareholder profile
|
Name
|
Number of Ordinary Shares
|
% of
Issued Capital
|
|
Credit Suisse Client Nominees (UK) Limited <D6M5PB>
|
11,425,000
|
17.56%
|
|
Robyn Jean Broadhurst + Alexander Irwin Crowe
|
5,250,000
|
8.07%
|
|
Mr Jeremy Bewick Dowler
|
5,015,169
|
7.71%
|
|
Mineral Securities Ltd
|
5,000,000
|
7.68%
|
|
The Bank of New York (Nominees) Limited
|
4,252,000
|
6.53%
|
|
Mr Robert Brown
|
4,000,000
|
6.15%
|
|
HSBC Global Custody Nominee (UK) Limited <813259>
|
2,183,200
|
3.35%
|
|
Mr Alexander Irwin Crowe
|
2,000,001
|
3.07%
|
|
HSBC Global Custody Nominee (UK) Limited <888624>
|
2,000,000
|
3.07%
|
|
13 holders with 1% to 3%
|
14,802,430
|
22.74%
|
|
151 holders with less than 1%
|
9,150,702
|
14.07%
|
Source: Computershare Investor Services plc.
This information was updated on 5 June 2008.
Directors Shareholdings
Including Director’s spouses and other related parties
|
Name
|
Number of Ordinary Shares
|
% of Issued Capital
|
Number of Options
|
Number of Warrants
|
|
Jeremy Dowler
|
5,015,169
|
7.71%
|
375,000
|
600,000
|
|
Brett Townsend
|
750,000
|
1.15%
|
1,125,000
|
-
|
|
Jonathan Beardsworth
|
|
-
|
250,000
|
-
|
|
Tony Walsh
|
|
-
|
250,000
|
-
|
| Ben James |
-
|
-
|
250,000
|
-
|
Source: Computershare Investor Services plc.
This information was updated on 5 June 2008.
Restrictions on the Transfer of Securities
Lock-In Arrangements
In accordance with the AIM Rules, lock in deeds (the "Lock-in Deeds") have been entered into by the Directors, related parties and applicable employees (as defined in the AIM Rules) (the "Locked-in Shareholders").
Pursuant to the terms of the Lock-in Deeds, the Locked-in Shareholders have irrevocably undertaken to the Company, the Broker and Grant Thornton Corporate Finance that:
(a) for a period of 12 months or 18 months from the date of Admission (as appropriate - see tables below), they will not dispose of any legal, beneficial or any other interest in any security of the Company; and
(b) during the period after the first anniversary of Admission and prior to the second anniversary of Admission or during the period after expiry of 18 months from Admission and prior to the expiry of 30 months from Admission (as appropriate - see tables below) they will not dispose of or agree to dispose of any legal, beneficial or any other interest in any security of the Company unless:
(i) they have consulted the Company's broker from time to time (the "relevant broker") in relation to such disposal; and
(ii) such disposal is effected through the relevant broker in such a manner as the relevant broker may reasonably require in order to maintain an orderly market in the Ordinary Shares, provided that this restriction shall only apply if the relevant broker executes such disposal within a reasonable period of being requested to do so, and that the commission and fees proposed to be charged by the relevant broker on each such transaction is competitive with those charged by other reputable brokers, (the "Lock-in Restrictions").
The Lock-in Restrictions will not apply in the following limited circumstances:
(a) any disposal pursuant to the acceptance of a general, partial or tender offer (as defined in the City Code on Takeovers and Mergers) made to acquire the whole or part of its issued share capital of the Company;
(b) any disposal made pursuant to an intervening Court order; and
(c) any disposal made in the event of death.
In addition, the following two shareholders have executed an orderly market deed pursuant to which they have agreed not to dispose of any interest in certain Ordinary Shares of the Company (except in the circumstances referred to in (b)(i) and (ii) above) for a period of 12 months following Admission:
|
Shareholder
|
Number of Ordinary Shares
|
% of Issued Capital
|
|
Clarity Enterprises Ltd
|
1,250,000
|
1.92%
|
|
Allan Dolan
|
100,000
|
0.15%
|
|
Total
|
1,350,000
|
2.07%
|
Specifically, the following parties have agreed to a 12 month lock-in period and a total Lock-in Restriction period of 24 months:
|
Shareholder
|
Number of Ordinary Shares
|
% of Issued Capital
|
|
Mineral Securities Ltd
|
5,000,000
|
7.68%
|
|
Total
|
5,000,000
|
7.68%
|
Specifically, the following parties have agreed to an 18 month lock-in period and a total Lock-in Restriction period of 30 months:
|
Shareholder
|
Number of Ordinary Shares
|
% of Issued Capital
|
|
Alexander Irwin Crowe
|
7,250,001
|
11.14%
|
|
Robert Stanley Brown
|
6,000,001
|
9.22%
|
|
Jeremy Bewick Dowler
|
2,915,169
|
4.48%
|
|
Ian Lindsay Cullen
|
750,000
|
1.15%
|
|
Brett Andrew Townsend
|
750,000
|
1.15%
|
|
Judith Ann Hutchinson
|
300,000
|
0.46%
|
|
Peter Cahal Tanham
|
250,000
|
0.38%
|
|
Cristian Broadhurst
|
200,000
|
0.31%
|
|
Raelene Michelle Hutchinson
|
150,000
|
0.23%
|
|
James Broadhurst
|
100,000
|
0.15%
|
|
Total
|
18,665,171
|
28.67%
|
The lock-in arrangements are set out in Lock-in Deeds which cover 25,015,171 Ordinary Shares in aggregate, representing approximately 38 per cent, of the issued share capital of the Company. The percentage of ordinary shares not in public hands therefore amounts to approximately 42 per cent of the issued share capital of the Company. |