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REG - 80 Mile PLC - WFE Acquisition - Issue of Equity & New LTIP

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RNS Number : 1379T  80 Mile PLC  13 January 2025

 

 AIM: 80M

 FSE: S5A

 

13 January 2025

80 Mile PLC / Ticker: 80M / Market: AIM / Sector: Mining

White Flame Energy Acquisition - Issue of Equity & Establishment of New
Long-Term Incentive Plan

80 Mile plc ('80 Mile' or the 'Company'), the AIM and FSE listed exploration
and development company with projects in Greenland and Finland, is pleased to
announce that in line with the White Flame Energy Limited ("WFE") Acquistion
Option Exercise and Completion Announcement dated 19 November 2024, the
Company has today issued 838,710,808 new ordinary shares in the Company (the
"Completion Shares") pursuant to the acquisition of 95.36% of WFE.

In addition, the Company has issued warrants over 10,000,000 new ordinary
shares of the Company, exercisable at £0.003 per share for a period of four
years from the date of issue ("Warrants"). The Warrants have been issued to SP
Angel Corporate Finance LLP, the Nominated Adviser and Joint Broker to the
Company.

Staff Long Term Incentive Scheme ("LTIP")

The Board recognises the importance of equity incentive schemes as a means to
incentivise the Company's Board members, wider senior management team,
employees and consultants ("Participants"), ensuring alignment with the
objectives of the Company and its shareholders. The LTIP has been established
to encourage long-term value creation for the Company's stakeholders and to
align the interests of the Participants with shareholders. Awards made under
the LTIP are in the form of nominal cost share options subject to the
achievement of certain performance criteria ("LTIP Awards").

 Name               Position            Exercise Price  Number of LTIP Awards granted

 Eric Sondergaard   Managing Director   £0.00350        50,000,000
 Roderick McIllree  Executive Director  £0.00350        50,000,000

 

Following the award of the share options, in aggregate there will be
236,900,000 ordinary shares of 0.01 pence of the Company under option to
directors and employees of the Company, representing 6.04% of the enlarged
share capital of the Company.

 

In addition the Company has issued the following shares to non executive
director and consultants (the "LTIP Shares").

 

 Name            Position                Number of shares
 Troy Whittaker  Non-Executive Director  7,500,000
                 Consultants             7,500,000

 

Director Shareholdings

At admission of the Completion Shares and LTIP Shares, the shareholdings in
the Company held by the Directors will be as follows:

 Director          Number of shares post admission  Percentage of enlarged share capital
 Eric Sondergaard  50,018,782                       1.43%
 Rod McIllree      456,462,516                      13.04%
 Mike Hutchinson   27,183,826                       0.78%
 Troy Whittaker    19,537,036                       0.56%

 

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for admission of a total
of 838,710,808 Completion Shares and 15,000,000 LTIP Shares to trading on AIM
("Admission"). It is expected that Admission will become effective and
dealings in the Completion Shares will commence on AIM at 8.00 a.m. on or
around 17 January 2025 ("Admission").

The Consideration Shares will be issued fully paid and will rank pari passu in
all respects with the Company's existing ordinary shares of 0.01 pence each
("Ordinary Shares").

Following Admission, the total number of Ordinary Shares in the capital of the
Company in issue will be 3,500,366,252 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 the Financial
Conduct Authority's Disclosure Guidance and Transparency Rules.

Market Abuse Regulation (MAR) Disclosure

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 ('MAR') which has been incorporated into UK law by the
European Union (Withdrawal) Act 2018.

For further information please visit http://www.80mile.com
(http://www.80mile.com)  or contact:

 Eric Sondergaard           80 Mile plc                      enquiry@80mile.com
 Ewan Leggat / Adam Cowl    SP Angel Corporate Finance LLP   +44 (0) 20 3470 0470

(Nominated Adviser and Broker)
 Megan Ray / Said Izagaren  BlytheRay                        +44 (0) 20 7138 3205

(Media Contact)

 

About 80 Mile Plc:

80 Mile Plc, listed on the London AIM market, Frankfurt Stock Exchange, and
the U.S. Pink Market, is an exploration and development company focused on
high-grade critical metals in Tier 1 jurisdictions. With a diversified
portfolio in Greenland and Finland, 80 Mile's strategy is centred on
advancing key projects while creating value through partnerships and strategic
acquisitions.

The Disko-Nuussuaq nickel-copper-cobalt-PGE project in Greenland is a
primary focus for 80 Mile, developed in partnership with KoBold Metals. 80
Mile, through its wholly owned subsidiary Disko Exploration Ltd., has a
definitive Joint Venture Agreement with KoBold Metals to guide and fund
exploration efforts. The JV has completed intensive analysis and
interpretation of the extensive geochemical, geophysical, and geological data
collected during the previous exploration campaigns. Leveraging KoBold's
proprietary artificial intelligence and machine learning platforms, this
comprehensive analysis has resulted in the identification of seven initial
priority targets within the project area. These seven priority targets exhibit
spatial characteristics indicative of potential deposits on a scale comparable
to renowned mining operations such as Norilsk, Voisey's Bay, and Jinchuan. The
JV is now planning a focused ground-loop electromagnetic survey to refine and
prioritize each locality appropriately.

In Finland, 80 Mile currently holds three large scale multi-metal projects
through its wholly owned subsidiary FinnAust Mining Finland Oy. 80
Mile's Finland portfolio includes the Outokumpu project, where occurences of
industrial gases like helium and hydrogen adds significant economic potential
to the already prospective copper-nickel-cobalt-zinc-gold-silver targets. 80
Mile is conducting further exploration to fully assess these resources.

80 Mile's recent acquisition of White Flame Energy expands its portfolio into
the energy sector, adding large-scale licenses for industrial gas, natural
gas, and liquids in East Greenland. Approved by shareholders in July 2024,
this acquisition diversifies the Company's assets and aligns with its strategy
to contribute to sustainable energy solutions, while also exploring
conventional energy resources.

The Dundas Ilmenite Project, 80 Mile's most advanced asset in
northwest Greenland, is fully permitted and progressing towards near-term
production. With a JORC-compliant Mineral Resource of 117 Mt at 6.1%
ilmenite and an offshore Exploration Target of up to 530 Mt, Dundas is poised
to become a major supplier of high-quality ilmenite. Recent discoveries of
hard rock titanium mineralization, with bedrock samples showing nearly double
the ilmenite content of previous estimates, further enhance the project's
world-class potential. 80 Mile owns 100% of the Dundas Ilmenite
Project under its subsidiary Dundas Titanium A/S in Greenland.

The Thule Copper Project is a significant component of 80 Mile's portfolio in
northwest Greenland, focused on exploring and developing high-grade copper
deposits within the Thule Basin in northwest Greenland. Leveraging existing
infrastructure and exploration credits, the project is strategically
positioned in an underexplored region with substantial mineral potential. 80
Mile's established basecamp at Moriusaq will support cost-effective
exploration, aligning with the Company's broader strategy to secure
high-quality copper and industrial gas projects.

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:                                                         Eric Sondergaard
 2.            Reason for the notification
 a)            Position/status:                                              Managing Director
 b)            Initial notification/Amendment:                               Initial notification
 3.            Details of the issuer, emission allowance market participant, auction
               platform, auctioneer or auction monitor
 a)            Name:                                                         80 Mile Plc
 b)            LEI:                                                          213800E9AEFEHFLOVJ19
 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 £0.01 each

               Identification code:                                          GB00BFD3VF20
 b)            Nature of the transaction:                                    1)    Issue of new ordinary shares pursuant to acquisition

                                                                             2)    Grant of options
 c)            Price(s) and volume(s):

    Price(s)    Volume(s)
                                                                             1.  £0.003127   26,592,857
                                                                             2.  £0.00350    50,000,000

 
 d)            Aggregated information:                                       Single transactions as in 4 c) above

    Price(s)    Volume(s)
               Aggregated volume:                                            1.  £0.003127   26,592,857

                                                             2.  £0.00350    50,000,000
               Price:
 e)            Date of the transaction:                                      2025-01-13

                                                                             16:00 hrs UTC
 f)            Place of the transaction:                                     Outside a trading venue

 

d)

Aggregated information:

Aggregated volume:

Price:

Single transactions as in 4 c) above

     Price(s)    Volume(s)
 1.  £0.003127   26,592,857
 2.  £0.00350    50,000,000

e)

Date of the transaction:

2025-01-13

16:00 hrs UTC

f)

Place of the transaction:

Outside a trading venue

 

 

 1.            Details of the person discharging managerial responsibilities/person closely
               associated
 a)            Name:                                                         Roderick McIllree
 2.            Reason for the notification
 a)            Position/status:                                              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:                                                         80 Mile Plc
 b)            LEI:                                                          213800E9AEFEHFLOVJ19
 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 £0.01 each

               Identification code:                                          GB00BFD3VF20
 b)            Nature of the transaction:                                    1)    Issue of new ordinary shares pursuant to acquisition

                                                                             2)    Grant of options
 c)            Price(s) and volume(s):

    Price(s)    Volume(s)
                                                                             1.  £0.003127   322,796,581
                                                                             2.  £0.00350    50,000,000

 
 d)            Aggregated information:                                       Single transactions as in 4 c) above

    Price(s)    Volume(s)
               Aggregated volume:                                            1.  £0.003127   322,796,581

                                                             2.  £0.00350    50,000,000
               Price:
 e)            Date of the transaction:                                      2025-01-13

                                                                             16:00 hrs UTC
 f)            Place of the transaction:                                     Outside a trading venue

 

d)

Aggregated information:

Aggregated volume:

Price:

Single transactions as in 4 c) above

     Price(s)    Volume(s)
 1.  £0.003127   322,796,581
 2.  £0.00350    50,000,000

e)

Date of the transaction:

2025-01-13

16:00 hrs UTC

f)

Place of the transaction:

Outside a trading venue

 

 

 1.            Details of the person discharging managerial responsibilities/person closely
               associated
 a)            Name:                                                         Michael Hutchinson
 2.            Reason for the notification
 a)            Position/status:                                              Non Executive Chairman
 b)            Initial notification/Amendment:                               Initial notification
 3.            Details of the issuer, emission allowance market participant, auction
               platform, auctioneer or auction monitor
 a)            Name:                                                         80 Mile Plc
 b)            LEI:                                                          213800E9AEFEHFLOVJ19
 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 £0.01 each

               Identification code:                                          GB00BFD3VF20
 b)            Nature of the transaction:                                    Issue of new ordinary shares pursuant to acquisition
 c)            Price(s) and volume(s):

    Price(s)    Volume(s)
                                                                             1.  £0.003127   13,398,112

 
 d)            Aggregated information:                                       Single transactions as in 4 c) above

    Price(s)    Volume(s)
               Aggregated volume:                                            1.  £0.003127   13,398,112

               Price:
 e)            Date of the transaction:                                      2025-01-13

                                                                             16:00 hrs UTC
 f)            Place of the transaction:                                     Outside a trading venue

 

d)

Aggregated information:

Aggregated volume:

Price:

Single transactions as in 4 c) above

     Price(s)    Volume(s)
 1.  £0.003127   13,398,112

e)

Date of the transaction:

2025-01-13

16:00 hrs UTC

f)

Place of the transaction:

Outside a trading venue

 

 1.            Details of the person discharging managerial responsibilities/person closely
               associated
 a)            Name:                                                         Troy Whittaker
 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:                                                         80 Mile Plc
 b)            LEI:                                                          213800E9AEFEHFLOVJ19
 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 £0.01 each

               Identification code:                                          GB00BFD3VF20
 b)            Nature of the transaction:                                    Issue of new ordinary shares
 c)            Price(s) and volume(s):

    Price(s)  Volume(s)
                                                                             1.  N/A       7,500,000

 
 d)            Aggregated information:                                       Single transactions as in 4 c) above

    Price(s)  Volume(s)
               Aggregated volume:                                            1.  N/A       7,500,000

               Price:
 e)            Date of the transaction:                                      2025-01-13

                                                                             16:00 hrs UTC
 f)            Place of the transaction:                                     Outside a trading venue

 

d)

Aggregated information:

Aggregated volume:

Price:

Single transactions as in 4 c) above

     Price(s)  Volume(s)
 1.  N/A       7,500,000

e)

Date of the transaction:

2025-01-13

16:00 hrs UTC

f)

Place of the transaction:

Outside a trading venue

 

 

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