REG - Bluebird Mining Vnt. - Publication of Prospectus

Bluebird Mining VenturesAnnouncement

16/01/2026 16:30

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RNS Number : 2996P  Bluebird Mining Ventures Ltd  16 January 2026

 

16 January 2026

 

Bluebird Mining Ventures Ltd

("BMV or the "Company")

Publication of Prospectus

Bluebird Mining Ventures Ltd (LSE:BMV), the gold streaming, mining and
treasury company, is pleased to announce that the following prospectus (the
"Prospectus") has been approved by the Financial Conduct Authority and is
available for viewing.

The Prospectus will be uploaded by the Financial Conduct Authority to the
National Storage Mechanism and will be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

A copy of the Prospectus will also be available on the Company's website at
the following address: Corporate Documents | A Gold Streaming & Treasury
Company (https://bmvbtc.com/corporate-documents)

Strategy Update

Update on Gold and Streaming Projects

The Company is in the process of making a full reassessment of its legacy
South Korean projects and a formal legal review of the permitting and appeal
position is scheduled to commence this month. These will inform the decision
between progressing development or pursuing an orderly exit.   Discussions
are progressing with potential partners in respect of the South Korean
projects. The Company is also currently looking for other investment
opportunities in the mining sector. The Company will have a preference for
gold assets but may invest in other projects related to other commodities if
the investment was on favourable terms.  In particular, the Group is looking
to enter streaming and/or royalty arrangements that provide either a stream of
gold or a financial return. The Group may also seek to make investments in
mining infrastructure assets if the terms were sufficiently attractive.  The
Company may invest in the transaction directly or through its partner
institution.

The Company is progressing a balanced set of gold-streaming and gold-linked
transactions across Australia, West Africa, Central Asia and Southern Africa.
Several of these transactions have the potential to produce early ounces
within the next 6-9 months, while others have been targeted as they offer
multi-year, expansion-linked growth.  The current pipeline consists of a mix
of producing assets and scalable long-life deposits. Structures being assessed
include senior-secured streams and shorter cycle arrangements, with selective
equity participation where this enhances long-term value.

The Company will provide further updates as these initiatives advance and key
milestones are achieved.

Update on the Placing and Subscription

On 18 December 2025 the Company announced a proposed fundraise, subject to
regulatory approvals, of a total of £627,450, before expenses, by way of
issue of 418,300,000 new ordinary shares in the capital of the Company at 0.15
pence per share. Of the total of the monies raised, £500,000 was via a
placement with CMC Markets UK Plc ("CMC"), trading as CapX ("Placing") and the
balance of £127,450 was via a subscription by HNW sophisticated investors
("Subscription"). The proceeds raised via the Subscription has been amended to
£100,000 from £127,450 as announced on 18 December 2025.

The shares issued pursuant to the Placing and Subscription are expected to
admitted to the equity shares (transition) category of the Official List and
to trading on the London Stock Exchange's Main Market for listed securities at
8:00 am on Thursday 22 January 2026.

WRAP Offer

The Company has plans later today to launch an offer of up to 86,666,666
Ordinary Shares at the Placing Price, via the WRAP offer to existing
Shareholders. The Company will raise up to £130,000 from this offer. The
details of the WRAP offer will be set out in a separate announcement by the
Company.

Trust Arrangements

Further to the announcement on 9 January 2026, the Company announced it had
entered into a share incentive trust arrangement pursuant to which Skylake
Management LLP ("Skylake"), an entity owned and controlled by the Company's
Chief Executive Officer, Sath Ganesarajah (as trustee) agreed to subscribe for
650,000,000 ordinary shares in the Company. This arrangement has now been
formalised in a Trust Deed dated 16 January 2026 as part the Company's desire
to keep its cash burn to a minimum.  Under this deed the 650,000,000 ordinary
shares allocated for incentive arrangements ("Trust Shares") has been split
into two parts.  Firstly 300,000,000 ordinary shares which may be awarded to
employees or former employees, or a spouse, civil partner, surviving spouse,
surviving civil partner, minor child or minor step-child of an employees or
former employees, directors and former directors of the Company and
consultants of the Company ("Incentive Beneficiaries").  These awards are to
be subject to achieving operational and/or financial milestones including
growth in market capitalisation and financial metrics such as profit.  These
milestones still need to be agreed between the Company and Skylake but if
agreement is not reached within three months the Company can buy these
300,000,000 Trust Shares ("Incentive Shares") back for £1.  The Company
plans to implement an annual maximum of 100,000,000 Incentive Shares.   The
other 350,000,000 of the Trust Shares can be awarded to a party providing a
service to the Company for which they are due a cash sum ("Contractor
Beneficiaries"), which may include secondees or contractors provided by
Skylake. These Ordinary Shares would be awarded in lieu of cash sum from a
Company perspective, which should give the Company more cash to further its
strategy.  Therefore, the Trust Shares are held for the benefit of the
Incentive Beneficiaries and the Contractor Beneficiaries ("Beneficiaries")
rather than the Company as previously announced.  The Trust Shares have been
subscribed for at the same price as ordinary shares issued under the Placing
and the Subscription being £0.0015 per Ordinary Share rather than £0.005 per
Ordinary Share as previously announced.  As Skylake has only gifted £6,500
to this trust arrangement, this left a balance of £968,500 from the trust for
the Trust Shares which has been advanced by the Company to the trust on an
interest free basis and is repayable on demand. It is anticipated that Sath
Ganesarajah will be a member of the pool of people eligible for the
milestone-based awards of Incentive Shares but will not be one of the
Contractor Beneficiaries.

 

 

For further information, please contact:

 Bluebird Mining Ventures Ltd
 Sath Ganesarajah, Chief Executive Officer  c/o +44 (0)20 4582 3500

 Gracechurch Group (Financial PR)
 Harry Chathli, Alexis Gore, Anysia Virdi   +44 (0)20 4582 3500

 

About Bluebird Mining Ventures Ltd

Bluebird Mining Ventures (LSE: BMV) is a gold streaming, mining and treasury
company. BMV's mission is to build and manage a gold-backed treasury through
streaming agreements, providing investors with exposure to physical gold
without the operational risk of mining.

BMV focuses on streams from producing assets within the ore concentrate to
bullion value chain. Its investments secure multi-year flows of gold that can
be recycled into new transactions. This model enables scalable exposure to
gold without capital expenditure, or execution risks.

Drawing on its heritage in gold, BMV combines the stability of physical
bullion with the benefits of a scalable, disciplined business model. With a
focus on prudent capital allocation and treasury management, BMV aims to
deliver sustainable, long-term value for shareholders.

For more information, please visit: www.bmvbtc.com (http://www.bmvbtc.com)

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