Forum Topics ZNO ZNO ZNO on Dec 16th - Application for quotation of securities
wives
Added 5 years ago

Wanted to ask the question here as nobody has mentioned this in straws. Couple days ago ZNO put up this doc for issuing 1.5mil options @ Ex $0.25. Expires in 3yrs.

https://cdn.shopify.com/s/files/1/0014/2471/9931/files/2157360.pdf?v=1608147585

I'm trying to make heads and tails of this document

1. Is this just a capital raising exercise through issuing call options? How do I find out the strike price?

2. What would ZNO gain from this?

3. Should this concern the shareholders at all?

 

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Bear77
Added 5 years ago

1. No. Zoono had 2 million unlisted options (code: ZNOAA) – Options Expiring 16-Dec-2023 - with an Ex-price (exercise price or strike price) of $0.25each. They now have 1,500,000 (1.5m) ZNOAA as 500,000 of them have now been exercised, meaning the owners have elected to pay the $125K to convert those options into ordinary ZNO shares, which they can elect to do any time up until those options expire, which in this case is on December 16th, 2023. By the way, the strike price (25 cents per option) is listed in the announcement at 2.2c.1 (p. 3) and at 4.2b (p. 13) and at 5.2 (on page 14). 2. In December 2020 ZNO gains $125K out of this, but they would have gained something out of issuing the options in the first place. If it was part of a capital raise, it would have encouraged people to participate in the raising. If it was an employee incentive or part of an employee remuneration package, then it presumably may have encouraged the employee(s) to stay with the company and perform well. In this case, they appear to have been issued as part of the company's key executive remuneration packages. On page 19 of the 2020 ZNO Annual Report, they state that "Share options of 500,000 were issued on 16 December 2019, vesting on 16 December 2020, exercisable at A$0.25 and expiring 16 December 2023" to Lew Mackinnon, Chief Operations Oficer. There's a fair chance that it was Lew that exercised his 500,000 options this month. Another 350,000 options under the same terms and conditions were issued to Paul Ravlich, ZNO's CFO, on the same date. The ZNO SP was 44 cents when those options were issued (on 19-Dec-2019). The share price is now 5x the 25c ex-price, at $1.27, so you would assume that all of the remaining options will also get exercised, as they are all "in the money". 3. No. Shareholders should not be concerned about this, in my personal opinion. This has moved the Zoono share count from 163,612,707 to 164,112,707, an increase of just +0.3%, and when the other 1.5m options are also exercised, the ZNO share count will have increased by another +0.9% (or a total of +1.2%) to 165,612,707 shares. It is common for companies to issue shares to key executives for nothing (i.e. free share) as part of their remuneration or incentives, or to issue options with a zero strike price (exercise price) price (i.e. free shares, but with conditions around vesting, meaning the employee has to stay with the company for a period of time before they can exercise the options). In this case, there is a small 25 cents per option strike/exercise price, being around 20% of the current share price, but it was over 50% of the SP when the options were issued last year. I do not consider that to be unreasonable for a small group of executives within a very fast growing company that has performed very well. The dillution to ordinary shareholders is so small as to be virtually meaningless. If they didn't issue those options, the alternative would probably be to pay those employees more cash instead. When those guys end up with options and shares in the company they work for, it creates a good alignment of interest with ordinary retail shareholders like us. [I do hold ZNO shares.] That is a good thing.

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