Gfinity PLC Directorate Change (2326K)
23 August 2023 - 8:21PM
UK Regulatory
TIDMGFIN
RNS Number : 2326K
Gfinity PLC
23 August 2023
For immediate release
23 August 2023
Gfinity plc
("Gfinity" or the "Company")
Directorate Change
The Board of Gfinity, is pleased to announce the appointment of
David Halley as Chief Executive and a Director with immediate
effect. Following the appointment of David Halley, Neville Upton
has reverted to his previous role of non-executive Chairman.
David Halley has over 25 years' experience spanning banking,
hedge funds and insurance, incorporating risk management and
trading roles. He founded and served as the CIO of Capstone
Financial (HK) Ltd, founded a crypto related insurance broker and
has previously been a member of the investment management team for
Man-Vector Limited, a commodity trading advisor (CTA) hedge fund
that was part of the Man Group. David Halley served as the Risk
Manager for the fund. David Halley is currently a director of
Tourbillon Group UK Limited which, as announced in June this year,
acquired 72.5 per cent. of the Company's gaming subsidiary,
Athlos.
Further AIM Disclosures on David Halley
As required under Schedule Two, paragraph (g) (i)-(viii) of the
AIM Rules for Companies, further disclosures on David Halley are as
follows.
David Michael Halley, aged 48, has held the following
directorships and/or partnerships in the past five years:
Current directorships and/or Past directorships and/or
partnerships partnerships
Capstone Insurance Brokers Ltd Capstone Financial (HK) Ltd
Capfin Group Ltd Setrell International AG
CIB Holdings Ltd
Capfin Labuan Ltd
Tourbillon Group Ltd
Tourbillon Group (UK) Ltd
Athlos Game Technologies Limited
One Oak Tree Limited
Capfin International Limited
Global Era Limited
David Halley, who currently holds no ordinary shares in the
Company participated in the Subscription as announced on 9 August
2023, by subscribing for 66,666,667 New Ordinary Shares,
representing 1.96% in the Company's Enlarged Share Capital on
Admission.
As also previously announced on 9 August 2023 , on appointment
to the Board, David Halley is not receiving any direct monetary
remuneration in place of which the Company intended to make a
significant award of share options to him to subscribe for New
Ordinary Shares at the Issue Price. Accordingly, the Company has
today granted David Halley an option to subscribe for up to
271,922,393 New Ordinary Shares at an exercise price of 0.06p per
New Ordinary Share exercisable for a period of 7 years from the
date of grant. The options will be subject to normal good/bad
leaver provisions and will vest as to 50% on award and 50% on the
first anniversary of the award.
The award of the options to David Halley is a related party
transaction pursuant to AIM Rule 13. The independent directors,
being Neville Upton and Hugo Drayton ("Independent Directors")
consider, having consulted with the Company's Nominated Adviser,
that the terms of the option award to David Halley are fair and
reasonable insofar as the Company's shareholders are concerned. In
forming their view, the Independent Directors have taken into
account that as described above, David Halley will not currently
receive any direct monetary remuneration.
As further described above, David Halley is currently a director
of Tourbillon Group UK Limited ("Tourbillon") which, as announced
in June this year, acquired 72.5 per cent. of the Company's gaming
subsidiary, Athlos. David Halley owns the entire issued share
capital of Tourbillon.
There is no further information on David Halley required to be
disclosed under Schedule Two, paragraph (g) of the AIM Rules for
Companies.
General Meeting
The circular published on 9 August 2023 contained details of the
Subscription and the Share Capital Reorganisation and the notice of
the General Meeting which will be held at the offices of Fladgate
LLP at 16 Great Queen Street, London, WC2B 5DG at 10.00 a.m. on 30
August 2023. A copy of the Circular, together with this
announcement, is available on the Company's website at
www.gfinityplc.com
Shareholders are reminded that details of how to submit a proxy
and vote online are set out in the Circular and the latest time and
date for receipt of voting instruction for the General Meeting is
10.00am on 25 August 2023.
Other Information
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 as it forms part of
UK Domestic Law by virtue of the European Union (Withdrawal) Act
2018 ("UK MAR").
The person who arranged for the release of this announcement on
behalf of the Company was Neville Upton, Chairman and Director.
Words and phrases defined in the announcement dated 9 August
2023 will have the same meanings in this announcement.
Enquiries:
Gfinity Plc Neville Upton, ir@gfinity.net
Chairman
Beaumont Cornish Limited Roland Cornish +44 (0)207 628 3369
Nominated Adviser Michael Cornish www.beaumontcornish.co.uk
and Broker
ENDS
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END
BOAEAEPDAEPDEFA
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August 23, 2023 06:21 ET (10:21 GMT)
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