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RNS Number : 4011X Botswana Minerals PLC 20 March 2026
20(th) March 2026
Botswana Minerals PLC
("Botswana Minerals" or the "Company")
Fundraise, Board Changes and TVR
Placing and subscription to raise £1,150,000
Director / PDMR shareholding
Appointment of New Director
The Board of Botswana Minerals (AIM: BMIN) is pleased to announce that it has
undertaken a Company-arranged fundraising consisting of a placing and
subscription with existing and new investors to raise £1,150,000 via the
issue of 460,000,000 new ordinary shares of 0.25p each in the capital of the
Company (the "Placing Shares"), which includes the cash subscription by
certain directors as detailed below, at a placing price of 0.25p per Placing
Share (the "Placing").
Each Placing Share has one share purchase warrant attached with the right to
subscribe for one new Ordinary Share at 0.25p per Ordinary Share with an
expiry date of one year from 20 March 2026 (the "Placing Warrants"), being the
expected date of the Placing Warrants issue.
The Placing Shares will rank pari passu with the Company's existing Ordinary
Shares. Application will be made for the Placing Shares to be admitted to
trading on the AIM market of the London Stock Exchange and it is expected that
such admission will become effective on or around 27 March 2026.
Use of Proceeds
The funds will be used primarily to further the Company's exploration
programme on its copper-focused prospecting licences in North-West Botswana,
as well as for working capital purposes. The exploration programme is
designed to take the high-priority anomalies to drill targets.
Appointment of a New Non-Executive Director
Rory Harding has been appointed to the board of Botswana Minerals as
Non-Executive Director with immediate effect.
He is also currently the Chief Executive Officer of AIM listed Arkle Resources
Plc.
Mr Harding is an emerging markets specialist with experience in energy, mining
and investment banking and adviser to London merchant bank Strand Hanson. He
is the co-founder and asset originator for multiple publicly listed mining
companies, most recently Electrum Discovery (TSXV:ELY). Mr Harding formerly
worked in energy trading and has extensive operational experience in Africa.
Director Subscription and RPT
Certain directors are subscribing for Placing Shares (with Placing Warrants
attached), as set out in the table below:
Director Subscription of Placing shares Enlarged shareholding following the placing % of enlarged share capital Placing Warrants
John Teeling 16,000,000 87,896,818 5.30% 16,000,000
James Finn 16,000,000 62,638,869 3.78% 16,000,000
James Campbell 16,668,800 33,744,081 2.04% 16,668,800
Rory Harding 40,000,000 40,000,000 2.41% 40,000,000
The issue of the Placing Shares and the Placing Warrants to the four directors
as set out above constitutes a related party transaction under Rule 13 of AIM
Rules. In this context, Robert Bouquet, being a Director on the Board who is
considered to be independent of the Placing, considers, having consulted with
the Company's Nominated Adviser, Strand Hanson Limited, that the terms of the
director participation in the Placing are fair and reasonable insofar as its
shareholders are concerned.
Schedule 2(g) Information on New Director
The following disclosures are made pursuant to Schedule 2(g) of the AIM Rules
for Companies:
Rory John Harding, aged 40, currently holds or has held the following
directorships in the past five years:
Current Directorships/Partnerships Past Directorships/Partnerships within last five years
Arkle Resources Plc NeoGreen Hydrogen Corp
American Renaissance Resources LLC Oxley River Capital Pty Ltd
Reston Energy Trading Ltd Aurous Resources Inc
Onyofi Capital Pty Ltd Balkan Metals Corp
Patina Minerals Doo Strand Hanson Guyana Ltd
Oakridge Vision Ltd Oryx Services Namibia Pty Ltd
Oxley River Capital Ltd Molecula Prospera Lda
Dunonin Resources Ltd Elipse Fidalga Lda
Inside Theory Lda
Mr Harding is subscribing for 40,000,000 shares in the placing. Following
completion of the Placing, Mr Harding's holding in the Company will be
40,000,000 Ordinary Shares representing 2.41% of the enlarged issued share
capital.
Total Voting Rights
In conformity with the Disclosure Guidance and Transparency Rules of the
Financial Conduct Authority ("FCA"), the Company announces the following:
Following the issue of the Placing Shares, there will be a total of
1,658,002,899 Ordinary Shares in issue with each carrying the right to one
vote ("Ordinary Shares"). The Company does not hold any Ordinary Shares in
Treasury. Therefore, the total number of Ordinary Shares in the Company with
voting rights is 1,658,002,899. The above 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 under the FCA's Disclosure and Transparency Rules.
Special note concerning the Market Abuse Regulation
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) No 596/2014 ("MAR").
A copy of this announcement is available on the Company's website, at
www.botswanaminerals.com (http://www.botswanaminerals.com)
Enquiries:
Botswana Minerals PLC
John Teeling, Chairman
+353 1 833 2833
James Campbell, Managing Director
+27 83 457 3724
Jim Finn, Director
+353 1 833 2833
Nominated & Financial Adviser +44 (0) 20 7409 3494
Strand Hanson Limited
Ritchie Balmer
Rory Murphy
Edward Foulkes
Broker +44 (0) 207 374 2212
First Equity Limited
Jason Robertson
Public Relations +44 (0) 207 138 3204
BlytheRay
Megan Ray
Said Izagaren
Teneo
Luke Hogg +353 (0) 1 661 4055
Ciara McNamee +353 (0) 1 661 4055
Molly Mooney
www.botswanaminerals.com (http://www.botswanaminerals.com)
The notification below, made in accordance with the requirements of the Market
Abuse Regulations, provides further detail in respect of the transaction as
described above.
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name James Campbell
2 Reason for notification
a) Position / status CEO
b) Initial notification Initial
/Amendment
3 Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Botswana Minerals plc
b) LEI 213800UEF1WVQZIZRA91
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 0.25 pence each in Botswana Minerals plc
Identification code
ISIN GB00B5TFC825
Nature of the transaction Subscription for new Ordinary Shares and issue of Placing Warrants
Price(s) and volumes(s) Subscription for new Ordinary Shares
Price(s) Volumes(s)
£0.0025 16,668,800
Issue of Placing Warrants
Price(s) Volumes(s)
£0.025 16,668,800
d) Aggregated information n/a
e) Date of the transaction 19(th) March 2026
f) Place of the transaction Outside a trading venue
Issue of Placing Warrants
Price(s) Volumes(s)
£0.025 16,668,800
d)
Aggregated information
n/a
e)
Date of the transaction
19(th) March 2026
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name James Finn
2 Reason for notification
a) Position / status Director
b) Initial notification Initial
/Amendment
3 Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Botswana Minerals plc
b) LEI 213800UEF1WVQZIZRA91
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 0.25 pence each in Botswana Minerals plc
Identification code ISIN GB00B5TFC825
Nature of the transaction Subscription for new Ordinary Shares and issue of Placing Warrants
Price(s) and volumes(s)
Subscription for new Ordinary Shares
Price(s) Volumes(s)
£0.0025 16,000,000
Issue of Placing Warrants
Price(s) Volumes(s)
£0.0025 16,000,000
d) Aggregated information n/a
e) Date of the transaction 19(th) March 2026
f) Place of the transaction Outside a trading venue
Issue of Placing Warrants
Price(s) Volumes(s)
£0.0025 16,000,000
d)
Aggregated information
n/a
e)
Date of the transaction
19(th) March 2026
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Rory Harding
2 Reason for notification
a) Position / status Director
b) Initial notification Initial
/Amendment
3 Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Botswana Minerals plc
b) LEI 213800UEF1WVQZIZRA91
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 0.25 pence each in Botswana Minerals plc
Identification code ISIN GB00B5TFC825
Nature of the transaction Subscription for new Ordinary Shares and issue of Placing Warrants
Price(s) and volumes(s)
Subscription for new Ordinary Shares
Price(s) Volumes(s)
£0.0025 40,000,000
Issue of Placing Warrants
Price(s) Volumes(s)
£0.0025 40,000,000
d) Aggregated information n/a
e) Date of the transaction 19(th) March 2026
f) Place of the transaction Outside a trading venue
Issue of Placing Warrants
Price(s) Volumes(s)
£0.0025 40,000,000
d)
Aggregated information
n/a
e)
Date of the transaction
19(th) March 2026
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name John Teeling
2 Reason for notification
a) Position / status Director
b) Initial notification Initial
/Amendment
3 Details of the issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
a) Name Botswana Minerals plc
b) LEI 213800UEF1WVQZIZRA91
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 0.25 pence each in Botswana Minerals plc
Identification code ISIN GB00B5TFC825
Nature of the transaction Subscription for new Ordinary Shares and issue of Placing Warrants
Price(s) and volumes(s)
Subscription for new Ordinary Shares
Price(s) Volumes(s)
£0.0025 16,000,000
Issue of Placing Warrants
Price(s) Volumes(s)
£0.0025 16,000,000
d) Aggregated information n/a
e) Date of the transaction 19(th) March 2026
f) Place of the transaction Outside a trading venue
Issue of Placing Warrants
Price(s) Volumes(s)
£0.0025 16,000,000
d)
Aggregated information
n/a
e)
Date of the transaction
19(th) March 2026
f)
Place of the transaction
Outside a trading venue
ENDS
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