REG-Anglesey Mining Plc: Result of Placing

Anglesey MiningAnnouncement

25/07/2023 13:00

Anglesey Mining Plc (AIM:AYM) is pleased to announce that, further to its
announcement of 7 a.m. (London time) on 25 July 2023, it has successfully
completed and closed the Placing.

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION,
RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA
OR NEW ZEALAND OR IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A BREACH OF ANY APPLICABLE LAW OR REGULATION.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF
CONSTITUTE A PROSPECTUS OR OFFERING MEMORANDUM OR AN OFFER FOR SALE OR
SUBSCRIPTION IN RESPECT OF ANY SECURITIES IN THE COMPANY. THIS ANNOUNCEMENT
DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION,
OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE
OF ANY SECURITIES OF ANGLESEY MINING PLC IN ANY JURISDICTION WHERE TO DO SO
WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO
CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION
(EU) NO. 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW PURSUANT TO THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED. UPON THE PUBLICATION OF
THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS
CONSIDERED TO BE IN THE PUBLIC DOMAIN.

Anglesey Mining Plc

(“Anglesey Mining”, “Anglesey”, the “Company” or the “Group”)
(AIM:AYM)

Result of Placing

Anglesey Mining Plc (AIM:AYM) is pleased to announce that, further to its
announcement of 7 a.m. (London time) on 25 July 2023, it has successfully
completed and closed the Placing.

The Placing raised, in aggregate, gross proceeds of £0.5m. The Placing
comprises the placing of 33,333,329 new Ordinary Shares (the “Placing
Shares”) with certain institutional and other investors at a price of 1.5
pence per share (the “Issue Price”), thereby raising £0.5m gross
proceeds. The Placing Shares were accompanied by one Investor Warrant, as
detailed in the announcement of earlier today.

The Fundraising is conditional only on Admission.

The net proceeds of the Placing will be applied to commence drilling of the
Northern Copper Zone at Parys Mountain, continuing to advance the permitting
and Environmental Impact and Social Assessment of Parys Mountain, commence
baseline studies for the Grängesberg Iron Ore Mine; and general working
capital purposes.

Juno Participation

In accordance with the terms of the restructured working capital facility with
Juno Limited announced on 16 May 2022, Juno Limited converted further debt to
equity by way of a direct subscription of Subscription Shares alongside the
Placing capped at pro-rata ownership level. As a result of the announced
Placing and Subscription, the debt due to Juno will be reduced from
£3,518,000 million to £3,413,750 million. Juno Limited therefore subscribed
for 6,949,999 Subscription Shares and received warrants over 3,474,999 new
Ordinary Shares at the same Placing Price and exercise price as the other
Placees. Subsequent to completion of the Placing and Subscription and assuming
no exercise of its Investor Warrants, Juno’s shareholding in Anglesey is
expected to be c.20.5% per cent.

Related Party Transaction

As Juno is a substantial shareholder in the Company, this transaction is
considered to be a related party transaction under the AIM Rules for
Companies. The Directors of the Company, excluding Danesh Varma, having
consulted with the Company’s Nominated Adviser, J&E Davy, consider that the
terms of the transaction are fair and reasonable insofar as shareholders are
concerned.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for admission of the New
Ordinary Shares to trading on AIM. It is expected that admission will become
effective and dealings in the New Ordinary Shares commence on AIM at 8.00 a.m.
on 31 July 2023 (or such later date as may be agreed between the Company and
the Bookrunner, but no later than 28 August 2023).

The New Ordinary 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 420,093,017 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.

Capitalised terms used but not otherwise defined in this announcement shall
have the meanings ascribed to such terms in the Company's announcement made at
7.00 am on 25 July 2023, unless the context requires otherwise.

Jo Battershill, CEO, comments: “The Board of Anglesey is very pleased to
have concluded this follow-on placement, which will provide additional balance
sheet strength to support the ongoing development activities at both Parys
Mountain and Grängesberg. The drilling of the Northern Copper Zone is
expected to commence in early September and has been designed to infill the
upper levels with the aim of converting inferred resources into the higher
confidence Indicated category. We look forward to updating the market on this
programme as it progresses.  ”

For further information on the Company, please visit www.angleseymining.co.uk
or contact:

Enquiries:

Anglesey Mining
Plc                                                      
www.angleseymining.co.uk

John
Kearney                                                                    
Tel: +1 416 362 6686

Jo Battershill, Chief
Executive                                    
Tel: +44 (0) 7540 366000

Davy (Nominated Adviser & Joint Broker)

Brian
Garrahy                                                                   
Tel: +353 1 679 6363

Daragh O’Reilly

WH Ireland Limited (Joint Broker & Joint Bookrunner)

Harry
Ansell                                                                       
Tel: +44 (0) 207 220 1666

Katy Mitchell/Andrew de Andrade

About Anglesey Mining Plc

Anglesey Mining is traded on the AIM market of the London Stock Exchange.

Anglesey is developing its 100% owned Parys Mountain Cu-Zn-Pb-Ag-Au deposit in
North Wales, UK with a reported resource of 5.3 million tonnes at over 4.0%
combined base metals in the Measured and Indicated categories and 10.8 million
tonnes at over 2.5% combined base metals in the Inferred category.

Anglesey also holds an almost 50% interest in the Grängesberg Iron project in
Sweden, together with management rights and a right of first refusal to
increase its interest to 100%.  Anglesey also holds 12% of Labrador Iron
Mines Holdings Limited, which through its 52% owned subsidiaries, is engaged
in the exploration and development of direct shipping iron ore deposits in
Labrador and Quebec.

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:                                                                                              Juno Limited                                                                                       
 2.                            Reason for the notification                                                                                                                                                                           
 a)                            Position/status:                                                                                   PCA of Non-Executive Director Danesh Varma                                                         
 b)                            Initial notification/Amendment:                                                                    Initial notification                                                                               
 3.                            Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor                                                                                         
 a)                            Name:                                                                                              Anglesey Mining Plc                                                                                
 b)                            LEI:                                                                                               213800X8BO8EK2B4HQ71                                                                               
 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 of 1 pence each                                                                    
                                                                                                                                   GB0000320472                                                                                      
 b)                            Nature of the transaction:                                                                         1. Subscription for ordinary shares                                                                
                                                                                                                                  2. Grant of warrants to subscribe for ordinary shares                                              
 c)                            Price(s) and volume(s):                                                                                                                                                                               
 Price(s)                      Volume(s)                                                                                          
 i. 1.5 pence                  i. 6,949,999                                                                                       
 ii. 2.5 pence exercise price  ii. 3,474,999                                                                                      
 d)                            Aggregated information: Aggregated volume: Price:                                                  N/A                                                                                                
 e)                            Date of the transaction:                                                                           1. 25 July 2023                                                                                    
                                                                                                                                  2. 25 July 2023                                                                                    
 f)                            Place of the transaction:                                                                          1. Outside a trading venue                                                                         
                                                                                                                                  2. Outside a trading venue                                                                         

IMPORTANT INFORMATION

The distribution of this announcement, including its Appendix (together, the
“Announcement”) and the offering of the Placing Shares in certain
jurisdictions may be restricted by law. No action has been taken by the
Company or either of the Joint Bookrunners that would permit an offering of
such shares or possession or distribution of this Announcement or any other
offering or publicity material relating to such shares in any jurisdiction
where action for that purpose is required. Persons into whose possession this
Announcement comes are required by the Company and the Joint Bookrunners to
inform themselves about, and to observe such restrictions. In particular, the
Announcement is not for publication, release, transmission distribution or
forwarding, in whole or in part, directly or indirectly, in or into the United
States, Australia, Canada, Japan, South Africa, New Zealand or any other
jurisdiction in which publication, release or distribution would be unlawful.
This Announcement is for information purposes only and does not constitute an
offer to sell or issue, or the solicitation of an offer to buy, acquire or
subscribe for shares in the capital of the Company in the United States,
Australia, Canada, Japan, South Africa, New Zealand or any other state or
jurisdiction. This Announcement has not been approved by the London Stock
Exchange. Any failure to comply with these restrictions may constitute a
violation of the securities laws of such jurisdictions.

The Placing Shares have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the “Securities Act”) or with any
securities regulatory authority of any state or other jurisdiction of the
United States and may not be offered, sold, pledged, taken up, exercised,
resold, renounced, transferred or delivered, directly or indirectly, in or
into the United States absent registration under the Securities Act, except
pursuant to an exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and in compliance with any
applicable securities laws of any state or other jurisdiction of the United
States. The Placing Shares have not been approved, disapproved or recommended
by the U.S. Securities and Exchange Commission, any state securities
commission in the United States or any other U.S. regulatory authority, nor
have any of the foregoing authorities passed upon or endorsed the merits of
the offering of the Placing Shares. Subject to certain exceptions, the
securities referred to herein may not be offered or sold in the United States,
Australia, Canada, Japan, South Africa or to, or for the account or benefit
of, any national, resident or citizen of the United States, Australia, Canada,
Japan, the Republic of South Africa.

No public offering of the Placing Shares is being made in the United States,
United Kingdom or elsewhere. All offers of the Placing Shares will be made
pursuant to an exemption under the Prospectus Regulation (Regulation (EU)
2017/1129) (“Prospectus Regulation”) or the Prospectus Regulation as it
forms part of domestic UK law pursuant to the EUWA (“UK Prospectus
Regulation”) and other enacting measures (as the case may be) from the
requirement to produce a prospectus. This Announcement is being distributed to
persons in the United Kingdom only in circumstances in which section 21(1) of
FSMA does not apply.

No prospectus will be made available in connection with the matters contained
in this Announcement and no such prospectus is required (in accordance with
the Prospectus Regulation or UK Prospectus Regulation) to be published. This
Announcement and the terms and conditions set out herein are for information
purposes only and are directed only at persons who are: (a) persons in Member
States who are Qualified Investors (as defined in Article 2(E) of the
Prospectus Regulation); and (b) in the United Kingdom, Qualified Investors who
are persons who (i) have professional experience in matters relating to
investments falling within the definition of "investment professionals" in
article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order"); (ii) are persons falling
within article 49(2)(a) to (d) ("high net worth companies, unincorporated
associations, etc") of the Order; or (iii) are persons to whom it may
otherwise be lawfully communicated; (all such persons together being referred
to as "Relevant Persons").

This Announcement and the terms and conditions set out herein must not be
acted on or relied on by persons who are not Relevant Persons. Persons
distributing this Announcement must satisfy themselves that it is lawful to do
so. Any investment or investment activity to which this Announcement and the
terms and conditions set out herein relates is available only to Relevant
Persons and will be engaged in only with Relevant Persons.

This Announcement includes statements that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements can be
identified by the use of forward-looking terminology, including the terms
"believes", "estimates", "plans", "anticipates", "targets", "aims",
"continues", "expects", "intends", "hopes", "may", "will", "would", "could" or
"should" or, in each case, their negative or other variations or comparable
terminology. These forward-looking statements include matters that are not
facts. They appear in a number of places throughout this Announcement and
include statements regarding the Directors' intentions, beliefs or current
expectations concerning, amongst other things, the Group's results of
operations, financial condition, liquidity, prospects, growth, strategies and
the industries in which the Group operates. By their nature, forward-looking
statements involve risk and uncertainty because they relate to future events
and circumstances. A number of factors could cause actual results and
developments to differ materially from those expressed or implied by the
forward-looking statements, including, without limitation: ability to find
appropriate investments in which to invest and to realise investments held by
the Group; conditions in the public markets; the market position of the Group;
the earnings, financial position, cash flows, return on capital and operating
margins of the Group; the anticipated investments and capital expenditures of
the Group; changing business or other market conditions; changes in political
or tax regimes, exchange rates and clients; and general economic conditions.
These and other factors could adversely affect the outcome and financial
effects of the plans and events described herein. Forward-looking statements
contained in this Announcement based on past trends or activities should not
be taken as a representation that such trends or activities will continue in
the future. Subject to any requirement under the AIM Rules or other applicable
legislation or regulation, neither the Company nor any of the Joint
Bookrunners undertake any obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise. Investors should not place undue reliance on forward-looking
statements, which speak only as of the date of this Announcement.

No statement in this Announcement or incorporated by reference into this
Announcement is intended to constitute a profit forecast or profit estimate
for any period, nor should any statement be interpreted to mean that earnings
or earnings per share will necessarily be greater or lesser than those for the
relevant preceding financial periods for the Company.
1. Announcement contains information regarding the Company's business and the
markets in which it operates and competes, which the Company has obtained from
various third party sources. Where information has been sourced from a third
party it has been accurately reproduced and, so far as the Company is aware
and is able to ascertain from the information published by that third party,
no facts have been omitted which would render the reproduced information
inaccurate or misleading. Such information has not been audited or
independently verified.
Certain data in this Announcement, including financial, statistical and
operating information, has been rounded.

This Announcement is for information purposes only and shall not constitute an
offer to buy, sell, issue, or subscribe for, or the solicitation of an offer
to buy, sell, issue, or subscribe for any securities, nor shall there be any
sale of securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.

This Announcement has been issued by and is the sole responsibility of the
Company. No representation or warranty, express or implied, is or will be made
as to, or in relation to, and no responsibility or liability is or will be
accepted by wither of the Joint Bookrunners or by any of their respective
affiliates or agents as to, or in relation to, the accuracy or completeness of
this Announcement or any other written or oral information made available to
or publicly available to any interested party or its advisers, and any
liability therefore is expressly disclaimed.

J&E Davy (“Davy”), which is authorised and regulated in Ireland by the
Central Bank of Ireland, is acting as nominated adviser to the Company and no
one else in connection with the matters described in this Announcement and
will not be responsible to any person for providing the protections afforded
to customers of Davy or for advising any other person in connection with any
matter referred to herein. The responsibilities of Davy as the Company's
nominated adviser under the AIM Rules for Companies and the AIM Rules for
Nominated Advisers are owed solely to the London Stock Exchange and are not
owed to the Company or to any director or shareholder of the Company or any
other person, in respect of its decision to acquire shares in the capital of
the Company in reliance on any part of this Announcement, or otherwise.

WH Ireland Limited (“WH Ireland”) which is a member of the London Stock
Exchange, is authorised and regulated in the United Kingdom by the Financial
Conduct Authority and is acting as joint broker and bookrunner in connection
with the Placing.  WH Ireland is acting exclusively for the Company in
connection with the matters referred to in this Announcement and for no-one
else and will not be responsible to anyone other than the Company for
providing the protections afforded to its clients nor for providing any advice
in relation to the contents of this Announcement or any transaction,
arrangement or matter referred to herein. 

Persons (including, without limitation, nominees and trustees) who have a
contractual or other legal obligation to forward a copy of the Appendix or
this Announcement should seek appropriate advice before taking any action.

The Placing Shares to which this Announcement relates may be illiquid and / or
subject to restrictions on their resale. Prospective subscribers of the
Placing Shares should conduct their own due diligence on the Placing Shares.
If you do not understand the contents of this Announcement you should consult
an authorised financial adviser.

Neither the content of the Company's website nor any website accessible by
hyperlinks on the Company's website is incorporated in, or forms part of, this
Announcement.

Information to Distributors

Solely for the purposes of the product governance requirements contained
within: (a) EU Directive 2014/65/EU on markets in financial instruments, as
amended (“MiFID II”); (b) Articles 9 and 10 of Commission Delegated
Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing
measures (together, the “MiFID II Product Governance Requirements”), and
disclaiming all and any liability, whether arising in tort, contract or
otherwise, which any “manufacturer” (for the purposes of the MiFID II
Product Governance Requirements) may otherwise have with respect thereto, the
Placing Shares have been subject to a product approval process, which has
determined that such securities are: (i) compatible with an end target market
of retail investors and investors who meet the criteria of professional
clients and eligible counterparties, each as defined in MiFID II; and (ii)
eligible for distribution through all distribution channels as are permitted
by MiFID II (the “Target Market Assessment”).  Notwithstanding the Target
Market Assessment, distributors should note that: the price of the Placing
Shares may decline and investors could lose all or part of their investment;
the Placing Shares offer no guaranteed income and no capital protection; and
an investment in the Placing Shares is compatible only with investors who do
not need a guaranteed income or capital protection, who (either alone or in
conjunction with an appropriate financial or other adviser) are capable of
evaluating the merits and risks of such an investment and who have sufficient
resources to be able to bear any losses that may result therefrom. The Target
Market Assessment is without prejudice to the requirements of any contractual,
legal or regulatory selling restrictions in relation to the Placing. 
Furthermore, it is noted that, notwithstanding the Target Market Assessment,
the Joint Bookrunners will only procure investors who meet the criteria of
professional clients and eligible counterparties.

For the avoidance of doubt, the Target Market Assessment does not constitute:
(a) an assessment of suitability or appropriateness for the purposes of MiFID
II; or (b) a recommendation to any investor or group of investors to invest
in, or purchase, or take any other action whatsoever with respect to the
Placing Shares.

Each distributor is responsible for undertaking its own target market
assessment in respect of the Placing Shares and determining appropriate
distribution channels.



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