20 May 2024
Metals One Plc
("Metals One" or the
"Company")
£895,000 Placing to Advance
Finland Black
Schist Ni-Zn-Cu-Co Project,
Option to Acquire 100% of Black Schist
Project
&
Appointment of Joint
Broker
Metals
One (AIM: MET1),
which is advancing strategic metals projects in Finland and Norway,
announces it has raised gross proceeds of
£895,000 through a placing and subscription (the "Placing") of
89,500,000 new ordinary shares of 1p each ("Ordinary Shares") in
the capital of the Company (the "Placing Shares") at a price of 1p
per share (the "Placing Price") to support the development of the
Finland - Black Schist Ni-Zn-Cu-Co Project (the "Black Schist
Project").
The proceeds from the Placing will allow for
the termination of the farm-in agreement with Gunsynd PLC
("Gunsynd") and provide Metals One with the option to regain 100%
ownership of its cornerstone Black Schist Project by funding its
own work programme and retaining greater ownership, as well as
providing additional working capital. Details of the termination
terms agreed with Gunsynd are provided further below.
Black Schist
Project - Resource Upgrade Programme
The Black Schist Project comprises several
exploration licences and reservations across the Kainuu Schist Belt
which is the host geological sequence to black schists extracted by
the nearby Talvivaara mine, considered to be one of Europe's
largest nickel-zinc-copper-cobalt producers.
The Black Schist Project has an existing JORC
Inferred Resource (at the R1 target) of 28.1 Mt at a grade of 0.19%
Ni (53,800t), 0.10% Cu (27,900t), 0.01% Co (3,400t) and 0.38% Zn
(180,000t), and a JORC Exploration Target (at the P5 target) of
16-24 Mt. Metals One is seeking to rapidly convert the P5 target to
a Mineral Resource, followed by an expansion programme with an
ambition to realise, in the longer term, a global resource in the
order of 200 Mt to underpin a long-term producing asset.
Funds raised will enable Metals One to
progress its resource upgrade programme
(which includes drilling), targeting an anticipated increase in
resource from the current 28.1 Mt of
Talvivaara-type mineralisation. The Company
is on track to share its interpretation and updated
resource this quarter and expects the updated resource to underpin
a Scoping Study in the second half of 2024 which would represent a
key milestone in the Company's transition from exploration and
discovery to project development.
Gunsynd
Farm-In Termination Agreement
On 25 July 2023, Metals One entered into a
subscription and shareholders' agreement between
Metals One, Metals One Finland Oy (formerly named
FinnAust Mining Northern Oy) ("Metals One Finland") and Gunsynd, as
detailed in the Company's admission document, pursuant to
which Gunsynd agreed to subscribe for such number of
shares in the capital of Metals One Finland (which holds the Black
Schist Project) as is equal to 25% of the voting rights of Metals
One Finland, at an aggregate subscription price of £1,000,000 over
four tranches of £250,000 (the "Gunsynd Farm-In").
On 16 November 2023, Gunsynd subscribed for the
initial 6.25% tranche of the voting rights of Metals One Finland
for an aggregate price of £250,000.
Alongside today's Placing, the Company has
reached an agreement with Gunsynd to terminate the Gunsynd
Farm-In. As part of the
termination agreement, Metals One has been granted a three year
option to re-acquire the 6.25% of Metals One Finland currently held
by Gunsynd for an aggregate consideration of
£250,000 payable, at the discretion of the
Company, either wholly or partly in cash or Ordinary Shares in the
capital of the Company at the greater of the Placing Price or the
30 day VWAP prior to exercising the option (such Ordinary Shares,
if used as consideration, will be locked-in for a period of 12
months from the date of allotment and issue of such
shares).
As part of the Gunsynd Farm-In, Gunsynd was
also granted warrants to subscribe for 1,500,000 Ordinary Shares in
the Company. These warrants have been cancelled as part of the
termination agreement.
Directors'
Subscription
Certain Directors of the Company
have subscribed, in aggregate, for 9,000,000 Placing Shares at the
Placing Price (the "Directors' Subscription") as listed
below:
|
Name
|
Number of
Placing Shares
|
Shareholding
upon Admission
|
% holding upon
Admission
|
|
Jonathan Owen
|
2,500,000
|
4,344,228
|
1.3%
|
|
Daniel Maling
|
2,500,000
|
6,559,202
|
2.0%
|
|
Alastair Clayton
|
1,000,000
|
2,945,000
|
0.9%
|
|
Craig Moulton
|
1,000,000
|
1,367,000
|
0.4%
|
|
Thomas Levin
|
1,000,000
|
1,000,000
|
0.3%
|
|
Winton Willesee
|
1,000,000
|
14,500,000*
|
4.4%
|
*Chincherinchee Nominees Pty Ltd holds 13,500,000 of these
shares as bare trustee for Azalea Family Holdings Pty Ltd as
trustee for the Britt and Winton Willesee Family Trust and as bare
trustee for Cheena Corporate Pty Ltd as trustee for the Cheena
Trust Erlyn Dawson and Luke Dawson. Chincherinchee Nominees Pty Ltd
is controlled by Winton Willesee and is one of the SRH Vendors (as
defined in the admission document).
The Directors' Subscription is a related party
transaction under the AIM Rules. Accordingly, the remaining
Director, Sara Minchin, who is a Non-Executive Director of the
Company, is deemed to be independent of the Directors' Subscription
and, having consulted with the Company's Nominated Advisor,
considers the Directors' Subscription to be fair and reasonable
insofar as the Company's shareholders are concerned. Further
information regarding the Director's Subscription follows in the
Appendix below.
Jonathan Owen,
Chief Executive Officer of Metals One, commented:
"The Black
Schist Project is the cornerstone of Metals One's ambition to build
a scalable, low-cost strategic metals producing asset. Our decision
to raise funds directly and replace the farm-in agreement
demonstrates our confidence and that of our investors in the
project's development potential. With the EU actively encouraging
the development of strategic projects like ours which aim to supply
critical metals from within the bloc, the opportunity is highly
compelling. We are thrilled with the investor support for our work
programme and look forward to updating the market as we achieve key
milestones."
Admission of Placing Shares and
Total Voting Rights
Application will be made to the
London Stock Exchange for admission of the Placing Shares to
trading on AIM ("Admission"). It is expected that Admission will
become effective and dealings in the Placing Shares will commence
at 8.00 a.m. on or around 24 May 2024.
The Placing Shares will be issued
fully paid and will rank pari passu in all respects with the
Company's existing Ordinary Shares.
Following Admission, the total
number of Ordinary Shares in the capital of the Company in issue
will be 330,217,500 with voting rights. 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 Company's share capital pursuant
to (i) the Company's Articles, (ii) the Financial Conduct
Authority's Disclosure Guidance and Transparency Rules and/or (iii)
the AIM Rules for Companies issued by the London Stock Exchange plc
as amended from time to time.
Appointment of Joint
Broker
Metals One is pleased to announce
the appointment of Capital Plus Partners Limited as Joint Broker to
the Company with immediate effect.
Enquiries:
|
Metals One
Plc
Jonathan Owen, Chief Executive
Officer
|
via Vigo Consulting
+44 (0)20 7390 0234
|
|
|
|
|
Beaumont
Cornish Limited (Nominated Adviser)
James Biddle / Roland Cornish
www.beaumontcornish.com
|
+44 (0)20 7628 3396
|
|
|
|
|
Shard Capital
Partners LLP (Joint Broker)
Damon Heath / Erik Woolgar
|
+44 (0)20 7186 9952
|
|
|
|
|
SI Capital
Limited (Joint Broker)
Nick Emerson
|
+44 (0)14 8341 3500
|
|
|
|
|
Capital Plus
Partners Limited (Joint Broker)
Keith Swann
https://www.capplus.co.uk/
|
+44 (0)20 3821 6169
|
|
|
|
|
Vigo
Consulting (Investor Relations)
Ben Simons / Kendall Hill
metalsone@vigoconsulting.com
|
+44 (0)20 7390 0234
|
About Metals
One
Metals One is developing strategic battery
metals projects in Finland (Black Schist Project) and Norway (SRH
Råna Project), with approximately £9 million of exploration carry
exposure through farm-in agreements. Metals One is aiming to help
meet the significant critical minerals by defining resources on the
doorstep of Europe's major electric vehicle OEMs and battery
manufacturers. Metals One's Black Schist Project in Finland,
totalling 706 km2 across three licence areas, has an
Inferred Resource of 28.1 Mt nickel-zinc-copper-cobalt and is
located adjacent to Talvivaara, Europe's largest operating nickel
mine. Metals One's fully carried SRH Råna Project in Norway covers
18.14 km² across three contiguous exploration licences, with
significant opportunity for brownfield exploration of the Råna
intrusion, and proven potential for massive sulphide
nickel-cobalt-copper mineralisation.
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Subscribe to
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at: www.metals-one.com
Market Abuse
Regulation (MAR) Disclosure
The information set out below is provided in
accordance with the requirements of Article 19(3) of the Market
Abuse Regulations (EU) No. 596/2014 which forms part of UK domestic
law by virtue of the European Union (Withdrawal) Act 2018
('MAR').
Glossary
|
Co
|
cobalt
|
|
|
|
|
Cu
|
copper
|
|
|
|
|
Mt
|
million tonnes
|
|
|
|
|
Ni
|
nickel
|
|
|
|
|
JORC Inferred Resource
|
Metals One's existing Inferred Mineral Resource
at the Black Schist Project of 28.1 Mt of Talvivaara-type
mineralised material at a grade of 0.19% Ni (53,800t), 0.10% Cu
(27,900t), 0.01% Co (3,400t) and 0.38% Zn (180,000t). Refer to the
Company's admission document
here for further information
|
|
|
|
|
schist
|
a medium-grade metamorphic rock formed from
mudstone or shale
|
|
|
|
|
t
|
tonnes
|
|
|
|
|
VWAP
|
volume-weighted average price
|
|
|
|
|
Zn
|
zinc
|
Appendix
Directors'
Subscription - Additional Information
|
1
|
Details of the
person discharging managerial responsibilities
|
|
a)
|
Name
|
Jonathan Owen
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
Chief Executive Officer
|
|
b)
|
Initial notification /Amendment
|
Initial notification
|
|
3
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
|
a)
|
Name
|
Metals One Plc
|
|
b)
|
LEI
|
213800WGPHJ5MC5QLJ19
|
|
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
Identification code
|
Ordinary Shares
GB00BMH3KM70
|
|
b)
|
Nature of the transaction
|
Share Purchase
|
|
c)
|
Price(s) and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
1p
|
2,500,000
|
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
Price(s)
|
Volume(s)
|
|
1p
|
2,500,000
|
|
|
e)
|
Date of the transaction
|
17 May 2024
|
|
f)
|
Place of the transaction
|
LSE (AIM)
|
|
1
|
Details of the
person discharging managerial responsibilities
|
|
a)
|
Name
|
Daniel Maling
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
Chief Financial Officer
|
|
b)
|
Initial notification /Amendment
|
Initial notification
|
|
3
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
|
a)
|
Name
|
Metals One Plc
|
|
b)
|
LEI
|
213800WGPHJ5MC5QLJ19
|
|
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
Identification code
|
Ordinary Shares
GB00BMH3KM70
|
|
b)
|
Nature of the transaction
|
Share Purchase
|
|
c)
|
Price(s) and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
1p
|
2,500,000
|
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
Price(s)
|
Volume(s)
|
|
1p
|
2,500,000
|
|
|
e)
|
Date of the transaction
|
17 May 2024
|
|
f)
|
Place of the transaction
|
LSE (AIM)
|
|
1
|
Details of the
person discharging managerial responsibilities
|
|
a)
|
Name
|
Alastair Clayton
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
Chairman
|
|
b)
|
Initial notification /Amendment
|
Initial notification
|
|
3
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
|
a)
|
Name
|
Metals One Plc
|
|
b)
|
LEI
|
213800WGPHJ5MC5QLJ19
|
|
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
Identification code
|
Ordinary Shares
GB00BMH3KM70
|
|
b)
|
Nature of the transaction
|
Share Purchase
|
|
c)
|
Price(s) and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
1p
|
1,000,000
|
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
Price(s)
|
Volume(s)
|
|
1p
|
1,000,000
|
|
|
e)
|
Date of the transaction
|
17 May 2024
|
|
f)
|
Place of the transaction
|
LSE (AIM)
|
|
1
|
Details of the
person discharging managerial responsibilities
|
|
a)
|
Name
|
Craig Moulton
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
Independent 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
|
Metals One Plc
|
|
b)
|
LEI
|
213800WGPHJ5MC5QLJ19
|
|
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
Identification code
|
Ordinary Shares
GB00BMH3KM70
|
|
b)
|
Nature of the transaction
|
Share Purchase
|
|
c)
|
Price(s) and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
1p
|
1,000,000
|
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
Price(s)
|
Volume(s)
|
|
1p
|
1,000,000
|
|
|
e)
|
Date of the transaction
|
17 May 2024
|
|
f)
|
Place of the transaction
|
LSE (AIM)
|
|
1
|
Details of the
person discharging managerial responsibilities
|
|
a)
|
Name
|
Thomas Levin
|
|
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
|
Metals One Plc
|
|
b)
|
LEI
|
213800WGPHJ5MC5QLJ19
|
|
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
Identification code
|
Ordinary Shares
GB00BMH3KM70
|
|
b)
|
Nature of the transaction
|
Share Purchase
|
|
c)
|
Price(s) and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
1p
|
1,000,000
|
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
Price(s)
|
Volume(s)
|
|
1p
|
1,000,000
|
|
|
e)
|
Date of the transaction
|
17 May 2024
|
|
f)
|
Place of the transaction
|
LSE (AIM)
|
|
1
|
Details of the
person discharging managerial responsibilities
|
|
a)
|
Name
|
Winton Willesee
|
|
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
|
Metals One Plc
|
|
b)
|
LEI
|
213800WGPHJ5MC5QLJ19
|
|
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
Identification code
|
Ordinary Shares
GB00BMH3KM70
|
|
b)
|
Nature of the transaction
|
Share Purchase
|
|
c)
|
Price(s) and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
1p
|
1,000,000
|
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
Price(s)
|
Volume(s)
|
|
1p
|
1,000,000
|
|
|
e)
|
Date of the transaction
|
17 May 2024
|
|
f)
|
Place of the transaction
|
LSE (AIM)
|