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RNS Number : 4331V Altona Rare Earths PLC 15 August 2025
15 August 2025
ALTONA RARE EARTHS PLC
("Altona" or "the Company")
Fundraising of £507,450
Altona (LSE: REE), a resource exploration and development company focused on
critical raw materials in Africa, today announces that it has raised a gross
amount of £507,450, which comprises a fundraise of £407,450 and a further
warrant exercise notice of £100,000.
Highlights:
· £407,450 raised through a subscription and the transfer and
subsequent exercise of warrants
· £100,000 warrants exercise notice received
· Directors contributed £58,500 through participation in the Fundraise
(as defined below) and salary or fee sacrifice
· Existing holders of Ordinary Shares are invited forthwith, via their
appointed stockbroker, to contact Oberon Capital or the Company using the
details at the bottom of this Announcement should they wish to participate in
the Fundraise at the Blended Price on or before 22 August 2025
The Fundraise comprised:
· the subscription (the "Subscription") for 6,913,333 new ordinary
shares of 1p each in the capital of the Company (the "Ordinary Shares" and
such 6,913,333 Ordinary Shares being the "Subscription Shares") at 2.965p per
Subscription Share (the "Subscription Price"); and
· the transfer and subsequent exercise of 20,250,000 warrants at an
exercise price of 1p (the "Transferred Warrants") over 20,250,000 Ordinary
Shares (the "Warrant Shares" and, together with the Subscription Shares, the
"New Shares") as below (the "Warrant Exercise" and, together with the
Subscription, the "Fundraise").
The blended price of each New Share issued pursuant to the Fundraise is 1.5p
(the "Blended Price"), representing a discount of 3.32% to the closing
mid-market price per Ordinary Share on 14 August 2025. The Blended Price has
been calculated by dividing the proceeds of the Fundraise by the number of the
New Shares.
Investors participating in the Fundraise will also receive one warrant for
each New Share for which they subscribe (a "New Warrant"). Each New Warrant
will enable the holder to subscribe for one new Ordinary Share in the Company
at a price of 2 pence for a period of 12 months following today's date.
Following an initial six-month period, an accelerator clause will apply to the
New Warrants, such that if the volume weighted average price ("VWAP") of the
Company's Ordinary Shares on the London Stock Exchange ("LSE") is equal to or
exceeds 2.5 pence for a period of 25 consecutive trading days, the Company
shall have the right, but not the obligation, to give notice to the warrant
holders that the New Warrants must then be exercised or forfeited within a
further 30-day calendar period.
Prior to the Warrant Exercise, the original holder of the Transferred Warrants
transferred their rights under such warrant instruments in respect of
20,250,000 Warrant Shares to certain subscribers in the Subscription at nil
value, immediately prior to and as a condition of, their Subscription, in
order to help to streamline the Company's capital structure and achieve the
Blended Price. Accordingly, the Company proposes to issue 4,800,000 new
Ordinary Shares (the "Warrant Sacrifice Shares") to the significant
shareholder who agreed to transfer said Transferred Warrants. The quantity of
Warrant Sacrifice Shares has been determined by reference to a calculation of
their value, using a Black-Scholes model, and the Warrant Sacrifice Shares are
intended to be issued following the approval of their issuance at the
Company's next annual general meeting of its shareholders.
Exercise of warrants
In addition to the Fundraise, the Company also announces that it has received
a Notice of Exercise from an existing warrant holder in respect of 10,000,000
warrants over shares at a price of 1 pence per ordinary share. The exercise of
these warrants brings £100,000 in cash, in addition to the proceeds of the
Fundraise. Accordingly, the Company will issue 10,000,000 new Ordinary Shares
(the "Warrant Exercise Shares") to such existing warrant holder.
Directors and other creditors
Cedric Simonet and Louise Adrian have participated in the Fundraise, as
follows:
· Cedric Simonet subscribed for 800,000 New Shares at the Blended Price
· Louise Adrian subscribed for 666,667 New Shares at the Blended Price
The Company will also issue 1,949,000 new Ordinary Shares (the "Salary
Sacrifice Shares") each in lieu of cash salary or fee payments for directors.
The number of Salary Sacrifice Shares to be issued was calculated by dividing
the amount of monthly salary or fees to be paid in Ordinary Shares by the
volume weighted average price ("VWAP") of the Ordinary Shares during the last
10 days of the calendar period that the services were provided, being an
average of 1.62 pence per Salary Sacrifice Share. As part of cash
conservation measures, the directors have agreed to continue receiving part of
their salary or fees in Ordinary Shares until further notice.
Of the total number of Salary Sacrifice Shares issued 1,949,000 were issued to
PDMR's as shown in the table below:
Director participating Number of Subscription Shares Shares paid in lieu of salary or fees Resultant Shareholding at admission % of shares in issue following issue of Shares*
Cedric Simonet 800,000 776,684 4,975,670 2.41%
Louise Adrian 666,667 748,374 6,949,635 3.37%
Simon Charles nil 242,714 1,023,862 0.50%
Kristoffer Andersson nil 181,228 314,994 0.15%
*following issue of the New Shares, the Warrant Exercise Shares, the Service
Shares, and the Salary Sacrifice Shares on an undiluted basis.
The Company has also issued 243,002 new Ordinary Shares (the "Service Shares")
to a service provider in lieu of fees of £5,000 at a price of 2.06p per
Service Share.
Use of proceeds
The proceeds of the Fundraise will be used to fund the activities at Monte
Muambe to advance the fluorspar scoping study, including resource drilling and
advanced metallurgical work. The funds will also support the Sesana
Copper-Silver project through environmental permitting, as well as initial
geophysical surveys. They will also be used to continue assessing the recent
Gallium discovery and to secure a strategic partner for the development of the
Monte Muambe rare earths project.
The Board continues to seek additional, alternative funding sources, including
proposed strategic investments at project level through equity, debt, grants,
or pre-payments in the context of off-take agreements.
Appointment of Broker
The Company has appointed Oberon Capital as its corporate broker with
immediate effect. Oberon Capital is a trading name of Oberon Investments
Limited.
Existing Shareholders
While the Fundraise has been structured as a non-pre-emptive offer within the
Company's existing authorities from shareholders so as to minimise cost and
time to completion, the Company values its retail investor base
therefore existing holders of Ordinary Shares are invited forthwith, via
their appointed stockbroker, to contact Oberon Capital or the Company using
the details at the bottom of this Announcement should they wish to participate
in the Fundraise at the Blended Price on or before 22 August 2025.
Admission and Total Voting Rights
The New Shares, Warrant Exercise Shares, Salary Sacrifice Shares and Service
Shares are being issued from authorities granted to directors to issue new
Ordinary Shares at the annual general meeting of the Company's shareholders on
27 November 2024.
The Subscription Shares, Salary Sacrifice Shares and Service Shares in
aggregate represent less than 20% of the Ordinary Shares currently in issue
and the Warrant Shares and the Warrant Exercise Shares have previously been
disclosed in a published prospectus. Accordingly, the Company is not required
to publish a prospectus in order to issue the New Shares.
Application is being made for the New Shares, Warrant Exercise Shares, Salary
Sacrifice Shares and Service Shares to be admitted to trading on the Main
Market of the London Stock Exchange which is expected to be on or around 25
August 2025. Following this issue of 39,355,335 new Ordinary Shares, which
will rank pari passu with the Company's existing Ordinary Shares, the
Company's enlarged share capital and total voting rights in the Company will
comprise 206,097,639. The Company has no shares held in Treasury. This
figure of 206,097,639 Ordinary Shares may be used by shareholders in the
Company as the denominator for the calculations by which they will determine
if they are required to notify their interest in, or a change in their
interest in, the share capital of the Company under the FCA's Disclosure
Guidance and Transparency Rules.
Cédric Simonet, CEO of Altona, commented: "The completion of this fundraise
is a significant milestone which will enable the Company to continue
delivering on its strategy towards early monetization of its assets, and in
particular advancing the Monte Muambe fluorspar project towards a fresh JORC
Mineral Resource Estimate, final metallurgical studies and a Scoping Study,
and through commercial engagement with potential off-takers.
"I am delighted to see that this fundraise was achieved with strong price
support from new and existing holders.. This, and the exercise of warrants by
one of our shareholders, shows investors' confidence in our strategy and
assets."
This announcement contains information which, prior to its disclosure, was
inside information as stipulated under Regulation 11 of the Market Abuse
(Amendment) (EU Exit) Regulations 2019/310 (as amended).
-ends-
To subscribe for RNS alerts, please visit: https://investors.altonare.com/
(https://investors.altonare.com/)
Altona Rare Earths Plc
Cédric Simonet, CEO
+44 (0) 7778 866 108 (cs@altonare.com)
Louise Adrian, CFO
+44 (0) 7721
492 922 (la@altonare.com)
Strand Hanson (Financial
Adviser)
+44 (0) 20 7409 3494
Christopher Raggett
Imogen Ellis
Oberon Capital (Corporate Broker)
+44 (0) 20 3179 5300
Nick Lovering
Adam Pollock
Aimee McCusker
About Altona Rare Earths Plc
Altona Rare Earths Plc (ticker: REE) is a London Main Market-listed
exploration and development company focused on unlocking the value of critical
raw materials across Africa. The Company is pursuing a diversified strategy,
targeting assets with potential for near-term monetisation alongside long-term
growth.
The multi-commodity Monte Muambe Project in northwest Mozambique is a highly
prospective tenement hosting rare earths, fluorspar, and gallium
mineralisation. Since acquiring the project in June 2021, Altona has drilled
over 7,800 metres, delivering a maiden JORC Mineral Resource Estimate of
13.6Mt at 2.42% TREO, secured a 25-year mining licence (granted December
2024), and published a Competent Person Report and scoping study for the rare
earths component of the project (October 2023). The Company is actively
seeking a strategic downstream rare earths partner to advance the project
through the prefeasibility stage.
In parallel, Altona is progressing plans to fast-track the development of
high-grade fluorspar veins identified along the western and southern margins
of Monte Muambe, with a targeted production of 50,000 tonnes per annum of
acid-grade fluorspar over a minimum 12-year mine life. Acid-grade fluorspar is
a key input in a wide range of applications, including hydrofluoric acid and
lithium battery electrolyte production, placing Altona in a strong position to
supply this critical material.
The discovery of gallium mineralisation, with grades up to 550 g/t identified
to date, adds further value to Monte Muambe. The Company is undertaking
mineralogical and metallurgical studies to assess the potential for gallium
production.
Altona's diversified portfolio also includes the Sesana Copper-Silver Project
in Botswana, strategically located just 25 km from MMG's Khoemacau Zone 5
copper-silver mine. Situated on a recognised regional contact zone for copper
deposits, Sesana represents a compelling exploration opportunity aligned with
Altona's growth strategy.
With a unique combination of critical raw materials projects, Altona is well
positioned to contribute to the global supply of highly sought commodities
essential for clean energy, high technology, defence and industrial
applications.
The Company and the Board remain actively focused on identifying and
evaluating additional projects that align with our investment profile and
strategic objectives, leveraging our extensive network and combined industry
experience to uncover compelling opportunities that can drive long-term
growth.
Notification and public disclosure of transactions by Persons Discharging
Managerial Responsibilities (PDMR) and persons closely associated with them.
1. Details of the person discharging managerial responsibilities/person closely
associated
a) Name: Cedric Simonet
2. Reason for the notification
a) Position/status: CEO
b) Initial notification/Amendment: Initial notification
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name: Altona Rare Earths Plc
b) LEI: 2138002A5GU9BFS2I491
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
Identification code:
ISIN Code: GB00BFZNKV91
b) Nature of the transaction: Subscription for new Ordinary Shares
Ordinary Shares issued in lieu of salary
c) Price(s) and volume(s): Price(s) Volume(s)
£0.0150 800,000
£0.0164 776,684
d) Aggregated information:
·Aggregated volume:
·Price: 1,576,684
£0.0155
e) Date of the transaction: 15 August 2025
f) Place of the transaction: Outside of a trading venue
d)
Aggregated information:
·Aggregated volume:
·Price:
1,576,684
£0.0155
e)
Date of the transaction:
15 August 2025
f)
Place of the transaction:
Outside of a trading venue
Responsibilities (PDMR) and persons closely associated with them.
1. Details of the person discharging managerial responsibilities/person closely
associated
a) Name: Louise Adrian
2. Reason for the notification
a) Position/status: Chief Finance Officer
b) Initial notification/Amendment: Initial notification
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name: Altona Rare Earths Plc
b) LEI: 2138002A5GU9BFS2I491
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
Identification code:
ISIN Code: GB00BFZNKV91
b) Nature of the transaction: Subscription for new Ordinary Shares
Ordinary Shares issued in lieu of salary
c) Price(s) and volume(s): Price(s) Volume(s)
£0.0150 666,667
£0.0163 748,374
d) Aggregated information:
·Aggregated volume:
·Price: 1,415,041
£0.0157
e) Date of the transaction: 15 August 2025
f) Place of the transaction: Outside of a trading venue
d)
Aggregated information:
·Aggregated volume:
·Price:
1,415,041
£0.0157
e)
Date of the transaction:
15 August 2025
f)
Place of the transaction:
Outside of a trading venue
Responsibilities (PDMR) and persons closely associated with them.
1. Details of the person discharging managerial responsibilities/person closely
associated
a) Name: Simon Charles
2. Reason for the notification
a) Position/status: Non-Executive Director - Chairman
b) Initial notification/Amendment: Initial notification
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name: Altona Rare Earths Plc
b) LEI: 2138002A5GU9BFS2I491
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
Identification code:
ISIN Code: GB00BFZNKV91
b) Nature of the transaction: Ordinary Shares issued in lieu of salary
c) Price(s) and volume(s): Price(s) Volume(s)
£0.0164 242,714
d) Aggregated information: N/A
·Aggregated volume:
·Price:
e) Date of the transaction: 15 August 2025
f) Place of the transaction: Outside of a trading venue
d)
Aggregated information:
·Aggregated volume:
·Price:
N/A
e)
Date of the transaction:
15 August 2025
f)
Place of the transaction:
Outside of a trading venue
Responsibilities (PDMR) and persons closely associated with them.
1. Details of the person discharging managerial responsibilities/person closely
associated
a) Name: Kristoffer Andersson
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: Altona Rare Earths Plc
b) LEI: 2138002A5GU9BFS2I491
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
Identification code:
ISIN Code: GB00BFZNKV91
b) Nature of the transaction: Ordinary Shares issued in lieu of salary
c) Price(s) and volume(s): Price(s) Volume(s)
£0.0164 181,228
d) Aggregated information: -
·Aggregated volume:
·Price:
e) Date of the transaction: 15 August 2025
f) Place of the transaction: Outside of a trading venue
d)
Aggregated information:
·Aggregated volume:
·Price:
-
e)
Date of the transaction:
15 August 2025
f)
Place of the transaction:
Outside of a trading venue
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