CoinShares announces issue of options under the Employee Incentive Plan

CoinShares International Limited
·8 min read

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING ITS TERRITORIES AND PROVINCES, EVERY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, NEW ZEALAND, JAPAN, CANADA, HONG KONG OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE SEE THE IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.

SAINT HELIER, Jersey, 20 April 2021 | CoinShares International Limited, (Nasdaq First North Growth Market: CS) ("CoinShares" or the "Group" or the “Company”) announces that on 20 April 2021, the Board of Directors (the "Board") approved the granting of 373,944 options (the “Options”) over ordinary shares of £0.000495 par value each (“Ordinary Shares”) under the Company’s Employee Incentive Plan (“EIP”) as part of the staff remuneration for the financial year ended 31 December 2020, as approved at the meeting of the Board held on 26 March 2021. The 373,944 Options granted represent 0.56% of the issued share capital of the Company, bringing the total number of shares under option in issue to 3,513,353 (5.28% of the issued share capital of the Company).

The vesting date of the Options granted shall be 20 April 2024, being three years from the date of grant. The exercise price of the Options is SEK 94.4 per Ordinary Share, being the closing mid-market price published by Nasdaq First North Growth Market on 19 April 2021.

Options granted under the EIP to persons discharging managerial responsibilities for the financial year ended 31 December 2020 have been included in the table below, which sets out the total shareholding and interests of each individual in the Company:

Individual

Role

Number of Shares

% of issued capital

New Options

Total Options

Jean-Marie Mognetti

CEO

11,824,359

17.77%

87,238

517,812

Meltem Demirors

CSO

2,778,020

4.17%

37,387

221,036

Richard Nash

COO

900

0.00%

18,693

134,206

Graeme Dickson

GGC

12,427

0.02%

18,693

108,897

14,615,706

21.96%

162,011

981,951

About CoinShares

CoinShares is Europe's largest digital asset investment firm, managing over USD 4.5 billion of assets on behalf of its client base. The Group is focused on expanding investor access to the digital asset ecosystem by pioneering new financial products and services that seek to provide trust and transparency when accessing this new asset class.

For more information on CoinShares, please visit: https://coinshares.com

Company | +44 (0)1534 513 100 | enquiries@coinshares.com

Investor Relations – Jay Morakis | +1 646 859 5951 | enquiries@coinshares.com

Certified Advisor – Mangold Fondkommission AB | +46 (0)8 503 015 50 | ca@mangold.se

This information is information that CoinShares International Limited is obliged to make public pursuant to the EU Market Abuse Regulation 596/2014). The information in this press release has been published through the agency of the contact persons set out above, at 8:00am BST on 20 April 2021.

Important information

The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions. The recipients of this press release in jurisdictions where this press release has been published or distributed shall inform themselves of and follow such restrictions. The recipient of this press release is responsible for using this press release, and the information contained herein, in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in CoinShares in any jurisdiction, neither from CoinShares nor from someone else.

This announcement does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in the Company. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness.

This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into the United States (including its territories and provinces, every state of the united states and the District of Columbia), Australia, New Zealand, Japan, Canada, Hong Kong or South Africa or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations.

This press release is not a prospectus for the purposes of the Prospectus Regulation and has not been approved by any regulatory authority in any jurisdiction. A prospectus in connection with the Offering has been prepared and published by the Company on the Company's website.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

Information to distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares in the Company have been subject to a product approval process, which has determined that the shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, Distributors should note that: the price of the shares in the Company may decline and investors could lose all or part of their investment; the shares in the Company offer no guaranteed income and no capital protection; and an investment in the shares in the Company is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offering.

For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares in the Company.

Each distributor is responsible for undertaking its own target market assessment in respect of the shares in the Company and determining appropriate distribution channels.