REG - Arc Minerals Limited - Result of Placing and Subscription
24/04/2026 07:00
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RNS Number : 7439B Arc Minerals Limited 24 April 2026
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.
24 April 2026
Arc Minerals Ltd
("Arc" or "the Company")
Result of Placing and Subscription
PDMR Dealing
Arc Minerals (LSE: ARCM), an exploration company focused on discovering and
developing Tier 1 copper deposits in Africa, is pleased to announce that
further to the announcement made on 23 April 2026 (the "Launch Announcement"),
the Bookbuild has now closed and the Company has raised £3.0 million in
aggregate (before expenses) through the placing of 425,000,000 Placing Shares
and a subscription of 325,000,000 Subscription Shares at the Issue Price
pence of 0.4 pence per Ordinary Share. Zeus Capital acted as sole bookrunner
in connection with the Placing, with Shard assisting with the fundraise as
joint broker.
In addition, Directors, PDMRs and certain contractors have agreed to
subscribe for new Ordinary Shares in the Creditor Subscription pursuant to
which those parties will subscribe for 261,479,051 Creditor Subscription
Shares at the Issue Price and the subscription monies due of £1,045,916.21 in
respect of the Creditor Subscription Shares shall be off-set against amounts
outstanding and owing to those persons such that the Company shall be deemed
to have repaid the amounts due to be repaid and those sums shall then be
applied to the subscription monies due in respect of the Creditor Subscription
Shares. 259,604,051 Creditor Subscription Shares were issued to Board
Directors and PDMRs of the Company as set out below. The Creditor Subscription
is not part of the Placing or the Subscription.
The Placing is subject to the conditions set out in the Launch Announcement.
As part of the Fundraise, the Company will also issue 1,011,479,051 Warrants,
in the ratio of one warrant for every one New Share placed and subscribed for
as part of the Fundraise and Creditor Subscription following Admission. The
terms of the Warrants are detailed in the Launch Announcement.
Rémy Welschinger, CEO of Arc Minerals, commented: "We are very pleased with
the support received through this fundraise. We are now fully funded for an
exciting exploration campaign this year in the only licence held by a junior
inside the Zone 5 Corridor of the Kalahari Copper Belt. We are currently
running an extensive geophysical programme prior to drilling in the second
half of the year. I would like to thank existing shareholders and new
investors who participated in the fundraise for their backing."
Director/PDMR participation in the Creditor Subscription
As set out above, certain Board Directors and PDMRs of the Company have agreed
to participate in the Creditor Subscription and have applied the amounts due
to them to subscribe for Ordinary Shares of the Company at the Issue Price as
part of the Creditor Subscription. The details of their participation in the
Creditor Subscription and the associated issue of Warrants is set out below:
Name Role Existing shareholding (Number of Ordinary Shares) Total amounts Number of new Ordinary Shares received in the Creditor Subscription Shareholding on Admission (Number of Ordinary Shares) % of the Enlarged Share Capital on Admission
applied to the Creditor Subscription
(£)
Nick von Schirnding Non-Executive Chairman 23,748,434 450,725.20 112,681,300 136,429,734 5.5%
Rémy Welschinger CEO 20,084,399 186,048.49 46,512,122 66,596,521 2.7%
Brian McMaster Non-Executive Director 2,555,557 97,686.78 24,421,695 26,977,252 1.1%
Ian Lynch CFO 5,024,195 47,289.03 11,822,257 16,846,452 0.7%
Vassilios Carellas COO 6,545,000 256,666.71 64,166,677 70,711,677 2.9%
The above Board Directors and PDMRs of the Company will also be issued with
Warrants as detailed in the table below, on the same terms as the Placees,
subscribers in the Subscription and other participants in the Creditor
Subscription.
Name Role Number of Warrants
Nick von Schirnding Non-Executive Chairman 112,681,300
Rémy Welschinger CEO 46,512,122
Brian McMaster Non-Executive Director 24,421,695
Ian Lynch CFO 11,822,257
Vassilios Carellas COO 64,166,677
Related Party Transaction
The aggregate participation of the Board Directors of the Company, being Nick
von Schirnding, Rémy Welschinger and Brian McMaster who collectively have
subscribed for 183,615,117 Creditor Subscription Shares, is a
related party transaction pursuant to AIM Rule 13 (the "Transaction"). The
Director independent of the Transaction, Abyudi James Shonga, considers,
having consulted with the Company's nominated adviser, Zeus Capital, that the
terms of the directors' participation in the Transaction are fair and
reasonable insofar as the Shareholders are concerned.
Admission and Total Voting Rights
Application will be made to the London Stock Exchange for admission of the
New Shares (a total of 1,011,479,051 new Ordinary Shares) to trading on AIM.
It is expected that Admission will become effective and dealings in the
Placing Shares and Subscription Shares will commence on AIM at 8.00
a.m. on 30 April 2026 (the "Admission").
The New Shares will be issued fully paid and will rank pari passu in all
respects with the Company's existing Ordinary Shares.
On Admission, the total number of Ordinary Shares in the capital of the
Company in issue will be 2,459,587,314 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 Company's
articles of association.
Unless otherwise defined, all capitalised terms used but not defined in this
announcement shall have the meaning as given to them in the Launch
Announcement.
For further information visit www.arcminerals.com or contact:
Arc Minerals Ltd E: info@arcminerals.com
Rémy Welschinger, CEO
Zeus Capital Ltd (Nominated Adviser, Joint Broker and Sole Bookrunner) T: +44 (0) 20 3829 5000
Katy Mitchell/Harry Ansell
Shard Capital Partners LLP (Joint Broker) T: +44 (0) 20 4530 6926
Damon Heath
St Brides Partners Limited (Financial PR) E: arc@stbridespartners.co.uk
Isabel de Salis / Susie Geliher
Notes
Arc Minerals Ltd (LSE: ARCM) is an AIM-quoted copper exploration company
focused on developing assets across two of Africa's most prospective copper
belts. Its flagship Kabompo West Project in Zambia is located within the
Western Domes of the Central African Copperbelt, host to multiple Tier 1
copper deposits, where extensive work has confirmed widespread mineralisation
and multiple target areas. The Company also holds the Virgo Project in
Botswana, situated in the Kalahari Copper Belt within the highly prospective
MMG Zone 5 corridor. Arc is led by an experienced team with expertise across
mining, capital markets and in-country operations.
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name 1) Nick von Schirnding
2) Rémy Welschinger
3) Brian McMaster
4) Ian Lynch
5) Vassilios Carellas
2 Reason for the notification
a) Position/status 1) Non-Executive Chairman
2) CEO
3) Non-Executive Director
4) CFO
5) COO
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Arc Minerals Ltd
b) LEI 213800XHFJVCC9GP2G75
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 no par value
Identification code ISIN: VGG045791016
b) Nature of the transaction Subscription of new Creditor Subscription Shares pursuant
c) Price(s) and volume(s) Price(s) Volume(s)
1) 0.4 pence 1) 112,681,300
2) 0.4 pence 2) 46,512,122
3) 0.4 pence 3) 24,421,695
4) 0.4 pence 4) 11,822,257
5) 0.4 pence 5) 64,166,677
d) Aggregated information
Price(s) Volume(s)
- Aggregated volume 0.4 pence 259,604,051
- Price
e) Date of the transaction 23 April 2026
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
Price(s) Volume(s)
0.4 pence 259,604,051
e)
Date of the transaction
23 April 2026
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name 6) Nick von Schirnding
7) Rémy Welschinger
8) Brian McMaster
9) Ian Lynch
10) Vassilios Carellas
2 Reason for the notification
a) Position/status 6) Non-Executive Chairman
7) CEO
8) Non-Executive Director
9) CFO
10) COO
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Arc Minerals Ltd
b) LEI 213800XHFJVCC9GP2G75
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 no par value
Identification code ISIN: VGG045791016
b) Nature of the transaction Issue of Warrants
c) Price(s) and volume(s) Price(s) Volume(s)
1) 0.8 pence 1) 112,681,300
2) 0.8 pence 2) 46,512,122
3) 0.8 pence 3) 24,421,695
4) 0.8 pence 4) 11,822,257
5) 0.8 pence 5) 64,166,677
d) Aggregated information
Price(s) Volume(s)
- Aggregated volume 0.8 pence 259,604,051
- Price
e) Date of the transaction 23 April 2026
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
Price(s) Volume(s)
0.8 pence 259,604,051
e)
Date of the transaction
23 April 2026
f)
Place of the transaction
Outside a trading venue
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