15 December
2021
Quantum Blockchain Technologies
Plc
(“QBT” or “the Company”)
Exercise of
30m warrants at 2p,
Director’s REPO agreement and grant of options to non-executive
director
Exercise of warrants
The board of Quantum Blockchain Technologies (AIM: QBT) notifies
that it has today issued 30,000,000 ordinary shares (“Warrant
Exercise Shares”) at a price of 2
pence per share, following the exercise of 30,000,000
warrants of the 100,000,000 warrants granted to Mr John Story issued as part of the placing
announced on 22 February 2021
(“February Placing”). Following this exercise, Mr Story holds a
remaining 52,500,000 warrants issued to him as part of the February
Placing.
The proceeds, amounting to £600,000 (before expenses), will
further increase QBT’s working capital designated for its Research
and Development (“R&D”) programme.
Application will be made for the 30,000,000 Warrant Exercise
Shares, which will rank pari passu with the existing ordinary
shares in the Company (“Ordinary Shares”) to be admitted to trading
on AIM (“Admission”). It is expected that Admission will become
effective, and dealings will commence at 8:00 a.m. on or around 21
December 2021.
Following Admission of the Warrant Exercise Shares, the
Company’s total issued share capital will comprise 945,051,851
ordinary shares of 0.25 pence each.
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 in their interest in, the
share capital of the Company under the FCA’s Disclosure and
Transparency Rules.
Director’s REPO agreement
Francesco Gardin, the Chairman
and Chief Executive Officer of the Company, has entered into a sale
& repurchase agreement (“REPO”) with MC Strategies AG (“MCS”)
in respect of 5,000,0000 ordinary shares currently owned by
Professor Gardin in the Company (the "Agreement").
MCS is a Swiss company incorporated as part of a demerger of
Eufingest SA (“Eufingest”). MCS and Eufingest have the same
ultimate beneficial owner.
Professor Gardin has entered into the Agreement in order to fund
the payment of a tax bill.
The Agreement provides for MCS to buy 5,000,000 shares from
Professor Gardin on 16 December 2021
for 3p per share and for Professor Gardin to repurchase the same
number of shares from MCS on 16 June
2022 for 3.185p per share.
In addition to the 5,000,000 shares which are the subject of the
Agreement, Professor Gardin is currently the beneficial owner of
further 29,284,149 shares in the Company. The 29,284,149
remaining shares represent the 3.1% of the Company’s total issued
share capital (following the Admission of the Warrant Exercise
Shares).
Grant of Options to Non-Executive
Director
The board of QBT is also pleased to inform shareholders that it
has granted Reginald Eccles
(Non-executive director) with 5,000,000 options over new ordinary
shares (the “Options”) of 0.25 pence
each in the Company exercisable at a price of 10p at any time
before 1 December 2026.
The grant of the Options to Reginald
Eccles has been treated as a related party transaction
pursuant to AIM Rule 13 of the AIM Rules for Companies.
Francesco Gardin, being the only
director independent of the grant of Options considers, having
consulted with the Company’s nominated adviser, that the terms of
the grant of Options are fair and reasonable insofar as the
shareholders of the Company are concerned.
The notification below is made in accordance with the Market
Abuse Regulation.
| 1 |
Details
of the person discharging managerial responsibilities / person
closely associated |
| a) |
Name |
Francesco
Gardin |
| 2 |
Reason
for the notification |
| a) |
Position/status |
Chief Executive Officer
& Chairman |
| b) |
Initial notification
/Amendment |
Initial
notification |
| 3 |
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor |
| a) |
Name |
Quantum Blockchain
Technologies Plc |
| b) |
LEI |
213800FC5DEC582CRZ89 |
| 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 0.25p each |
|
|
| Identification
code |
GB00BVFCZV34 |
|
|
| b) |
Nature of the
transaction |
Sale of Shares |
| c) |
Price(s) and
volume(s) |
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
3p |
5,000,000 |
|
|
|
|
|
|
| d) |
Aggregated
information |
|
|
|
| - Aggregated
volume |
N/A single
transaction |
|
|
| - Price |
|
|
|
| e) |
Date of the
transaction
|
14 December 2021 |
| f) |
Place of the
transaction
|
Off Market |
|
|
|
| 1 |
Details
of the person discharging managerial responsibilities / person
closely associated |
| a) |
Name |
Reginald
Eccles |
| 2 |
Reason
for the notification |
| a) |
Position/status |
Non-Executive
Director |
| b) |
Initial notification
/Amendment |
Initial
notification |
| 3 |
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor |
| a) |
Name |
Quantum Blockchain
Technologies Plc |
| b) |
LEI |
213800FC5DEC582CRZ89 |
| 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 |
Options over ordinary shares of 0.25p each |
|
|
| Identification
code |
GB00BVFCZV34 |
|
|
| b) |
Nature of the
transaction |
Grant of Options |
| c) |
Price(s) and
volume(s) |
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
10p |
5,000,000 |
|
|
|
|
|
|
| d) |
Aggregated
information |
|
|
|
| - Aggregated
volume |
N/A single
transaction |
|
|
| - Price |
|
|
|
| e) |
Date of the
transaction
|
14 December 2021 |
| f) |
Place of the
transaction
|
Off Market |
|
|
|
Market Abuse Regulation (MAR)
Disclosure
This announcement contains inside
information for the purposes of Article 7 of the Market Abuse
Regulation (EU) 596/2014 as it forms part of UK domestic law by
virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under
Article 17 of MAR.
For further information please
contact:
Quantum Blockchain Technologies Plc
Francesco Gardin, CEO and Executive
Chairman
+39 335 296573
SP Angel Corporate Finance (Nominated Adviser &
Broker)
Jeff Keating
+44
(0)20 3470 0470
Leander (Financial PR)
Christian Taylor-Wilkinson
+44 (0)
7795 168 157
About Quantum Blockchain Technologies
Plc
QBT (AIM: QBT) is an AIM listed investment company which has
recently realigned its strategic focus to technology related
investments, with special regard to Quantum computing, Blockchain,
Cryptocurrencies and AI sectors. The Company has commenced an
aggressive R&D and investment programme in the dynamic world of
Blockchain Technology, which includes cryptocurrency mining and
other advanced blockchain applications.