Form 6-K Argo Blockchain Plc For: May 25
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM 6-K
_____________________
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May, 2022
Commission File Number: 001-40816
_____________________
Argo Blockchain plc
(Translation of registrant’s name into English)
_____________________
9th Floor
16 Great Queen Street
London WC2B 5DG
England
(Address of principal executive office)
_____________________
Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F
☒ Form 40-F
☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(7): ☐
EXHIBIT INDEX
Exhibit
No.
1
|
Description
PDMR
Dealings & Option Grants dated 25 May 2022
|
.. 25 May
2022
Argo Blockchain PLC
('Argo' or 'The Company')
Grant and Exercise of Options and PDMR Dealings
Argo Blockchain plc, a global leader in cryptocurrency mining (LSE:
ARB; NASDAQ: ARBK), announces that:
●
between
19 and 23 May 2022, certain directors purchased ordinary shares of
£0.001 each in the capital of the Company ("Ordinary Shares")
and American Depositary Receipts representing Ordinary Shares
("ADRs");
●
on
23 May 2022, Peter Wall and an employee of the Company exercised
options ("Options") over a total of 1,595,000 Ordinary
Shares;
●
on
23 May 2022, the Company granted Options over 500,000 Ordinary
Shares to Raghav Chopra, a non-executive director of the Company;
and
●
on
23 May 2022, the Company granted in aggregate Options over
4,350,000 Ordinary Shares to the Company's staff and
employees.
Purchase of Shares/ADRs
Between 19 and 23 May the following directors purchased Ordinary
Shares/ADRs:
PDMR / Person closely associated
|
Purchased
|
Weighted average price per Ordinary Share/ADR
|
Maria Perrella
|
6,000 ADRs
|
US$6.54 per ADR
|
Sarah Gow
|
20,000 Ordinary Shares
|
£0.4920 per Ordinary Share
|
Alex Appleton
|
39,415 Ordinary Shares
|
£0.4974 per Ordinary Share
|
Exercise of Options
On 23 May 2022, Peter Wall exercised Options over 430,000 Ordinary
Shares at an exercise price of £0.070 per Ordinary Share.
Currently, Peter Wall has no intentions to sell said Ordinary
Shares. In addition, an employee of the Company exercised Options
over 1,165,000 Ordinary Shares at an exercise price of £0.070
per Ordinary Share.
As a result of the above Options being exercised, the Company has
issued in aggregate 1,595,000 new Ordinary Shares. The aggregate
gross proceeds to the Company from this option exercise is
£111,650. Application will be made for the new Ordinary Shares
to be admitted to the standard segment of the Official List and to
trading on the Main Market of the London Stock Exchange, and
admission is expected to occur at 8:00 a.m. on 30 May
2022. The new Ordinary Shares will rank pari passu with the
existing Ordinary Shares of the Company.
Grant of Options
On 23 May 2022, the Company granted Options as
follows:
●
over
500,000 Ordinary Shares to Raghav Chopra, a non-executive director
of the Company; and
●
over
4,350,000 Ordinary Shares to the Company's staff and
employees.
The Options have an exercise price of between £0.490 and
£0.506 (as determined in accordance with the rules of the
relevant share option plan under which they were granted) and vest
as follows: 6/36th of the Options vest on 23 November 2022 and
thereafter 1/36th vest monthly such that 100% of the Options vest
on 23 May 2025. As Raghav Chopra is a non-executive director of the
Company, there are no performance conditions attached to the
Options granted to him.
Enlarged Share Capital
Following admission of all of shares arising from the exercise of
Options (which is expected to be on 30 May 2022), the total number
of Ordinary Shares in issue will be 469,677,335 and the total
number of voting rights will therefore be 469,677,335. 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 to their interest in, the share capital of
the Company under the FCA's Disclosure and Transparency
Rules.
PDMR Notifications
Share Purchases
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1.
|
Details of the person discharging managerial responsibilities /
person closely associated
|
||
a)
|
Name
|
Maria Perrella
|
|
2.
|
Reason for the Notification
|
||
a)
|
Position/status
|
PDMR
|
|
b)
|
Initial notification / Amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
||
a)
|
Name
|
Argo Blockchain PLC
|
|
b)
|
LEI
|
213800WPCCYSDYY26J54
|
|
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
|
American Depositary Receipts in respect of Ordinary shares
("ADRs")
|
|
|
Identification Code
|
US0401261047
|
|
b)
|
Nature of the transaction
|
Purchase of ADRs
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
US$6.54
per ADR
|
6,000
ADRs
|
||
d)
|
Aggregated information:
·
Aggregated
volume
·
Price
|
6,000 ADRs
US$6.54 per ADR
|
|
e)
|
Date of the transaction
|
19 May 2022
|
|
f)
|
Place of the Transaction
|
NASDAQ
|
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1.
|
Details of the person discharging managerial responsibilities /
person closely associated
|
||
a)
|
Name
|
Sarah Gow
|
|
2.
|
Reason for the Notification
|
||
a)
|
Position/status
|
PDMR
|
|
b)
|
Initial notification / Amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
||
a)
|
Name
|
Argo Blockchain PLC
|
|
b)
|
LEI
|
213800WPCCYSDYY26J54
|
|
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
|
|
|
Identification Code
|
GB00BZ15CS02
|
|
b)
|
Nature of the transaction
|
Purchase of Shares
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
£0.492
|
20,000
Ordinary Shares
|
||
d)
|
Aggregated information:
·
Aggregated volume
·
Price
|
20,000 Ordinary Shares
£0.492 per Ordinary Share
|
|
e)
|
Date of the transaction
|
19 May 2022
|
|
f)
|
Place of the Transaction
|
London Stock Exchange
|
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1.
|
Details of the person discharging managerial responsibilities /
person closely associated
|
||
a)
|
Name
|
Alex Appleton
|
|
2.
|
Reason for the Notification
|
||
a)
|
Position/status
|
PDMR
|
|
b)
|
Initial notification / Amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
||
a)
|
Name
|
Argo Blockchain PLC
|
|
b)
|
LEI
|
213800WPCCYSDYY26J54
|
|
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
|
|
|
Identification Code
|
GB00BZ15CS02
|
|
b)
|
Nature of the transaction
|
Purchase of Shares
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
£0.4974
|
39,415
Ordinary Shares
|
||
d)
|
Aggregated information:
·
Aggregated volume
·
Price
|
39,415 Ordinary Shares
£0.4974 per Ordinary Share
|
|
e)
|
Date of the transaction
|
23 May 2022
|
|
f)
|
Place of the Transaction
|
London Stock Exchange
|
Exercise of Options
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1.
|
Details of the person discharging managerial responsibilities /
person closely associated
|
||
a)
|
Name
|
Peter Wall
|
|
2.
|
Reason for the Notification
|
||
a)
|
Position/status
|
PDMR
|
|
b)
|
Initial notification / Amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
||
a)
|
Name
|
Argo Blockchain PLC
|
|
b)
|
LEI
|
213800WPCCYSDYY26J54
|
|
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
|
|
|
Identification Code
|
GB00BZ15CS02
|
|
b)
|
Nature of the transaction
|
Exercise of Options
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
£0.070
per Ordinary Share
|
430,000
Ordinary Shares
|
||
d)
|
Aggregated information:
·
Aggregated volume
·
Price
|
430,000 Ordinary Shares
£0.070 per Ordinary Share
|
|
e)
|
Date of the transaction
|
23 May 2022
|
|
f)
|
Place of the Transaction
|
Not on a trading venue
|
Grant of Options
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1.
|
Details of the person discharging managerial responsibilities /
person closely associated
|
||
a)
|
Name
|
Raghav Chopra
|
|
2.
|
Reason for the Notification
|
||
a)
|
Position/status
|
PDMR
|
|
b)
|
Initial notification / Amendment
|
Initial notification
|
|
3.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
||
a)
|
Name
|
Argo Blockchain PLC
|
|
b)
|
LEI
|
213800WPCCYSDYY26J54
|
|
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
|
|
|
Identification Code
|
GB00BZ15CS02
|
|
b)
|
Nature of the transaction
|
Grant of options over Ordinary Shares
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
£0.490 per
Ordinary Share
|
500,000
Ordinary Shares
|
||
d)
|
Aggregated information:
·
Aggregated volume
·
Price
|
Options over 500,000 Ordinary Shares
£0.490 per
Ordinary Share
|
|
e)
|
Date of the transaction
|
23 May 2022
|
|
f)
|
Place of the Transaction
|
Not on a trading venue
|
Inside Information and Forward-Looking Statements
This announcement contains inside information and includes
forward-looking statements which reflect the Company's or, as
appropriate, the Directors' current views, interpretations, beliefs
or expectations with respect to the Company's financial
performance, business strategy and plans and objectives of
management for future operations. These statements include
forward-looking statements both with respect to the Company and the
sector and industry in which the Company operates. Statements
which include the words "expects", "intends", "plans", "believes",
"projects", "anticipates", "will", "targets", "aims", "may",
"would", "could", "continue", "estimate", "future", "opportunity",
"potential" or, in each case, their negatives, and similar
statements of a future or forward-looking nature identify
forward-looking statements. All forward-looking statements address
matters that involve risks and uncertainties because they relate to
events that may or may not occur in the future.
Forward-looking statements are not guarantees of future
performance. Accordingly, there are or will be important
factors that could cause the Company's actual results, prospects
and performance to differ materially from those indicated in these
statements. In addition, even if the Company's actual
results, prospects and performance are consistent with the
forward-looking statements contained in this document, those
results may not be indicative of results in subsequent periods.
These forward-looking statements speak only as of the date of this
announcement. Subject to any obligations under the Prospectus
Regulation Rules, the Market Abuse Regulation, the Listing Rules
and the Disclosure and Transparency Rules and except as required by
the FCA, the London Stock Exchange, the City Code or applicable law
and regulations, the Company undertakes no obligation publicly to
update or review any forward-looking statement, whether as a result
of new information, future developments or otherwise. For a more
complete discussion of factors that could cause our actual results
to differ from those described in this announcement, please refer
to the filings that Company makes from time to time with the United
States Securities and Exchange Commission and the United Kingdom
Financial Conduct Authority, including the section entitled "Risk
Factors" in the Company's Registration Statement on Form
F-1.
For further information please contact:
Argo Blockchain
|
|
Peter Wall
Chief
Executive
|
via Tancredi +44 203 434 2334
|
finnCap Ltd
|
|
Corporate
Finance
Jonny Franklin-Adams
Tim Harper
Joint
Corporate Broker
Sunila de Silva
|
+44 207 220 0500
|
Tennyson Securities
|
|
Joint
Corporate Broker
Peter Krens
|
+44 207 186 9030
|
OTC Markets
|
|
Jonathan Dickson
|
+44 204 526 4581
+44 7731 815 896
|
Tancredi Intelligent Communication
UK
& Europe Media Relations
|
|
Emma Valgimigli
Emma Hodges
Fabio Galloni-Roversi Monaco
Nasser Al-Sayed
|
+44 7727 180 873
+44 7861 995 628
+44 7888 672 701
+44 7915 033 739
|
About Argo:
Argo Blockchain plc is a global leader in cryptocurrency mining
with one of the largest and most efficient operations powered by
clean energy. The Company is headquartered in London, UK and its
shares are listed on the Main Market of the London Stock Exchange
under the ticker: ARB and on the Nasdaq Global Select Market in the
United States under the ticker: ARBK.
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date:
25 May, 2022
|
ARGO BLOCKCHAIN PLC
By:
Name:
Peter Wall
Title:
Chief Executive Officer
Name:
David Zapffe
Title:
General Counsel
|
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