Issue of Equity in Settlement of Liabilities
16/05/2025 07:00
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.
16 May 2025
BWA Group PLC
(“BWA” or the “Company”)
Issue of Equity in Settlement of Liabilities
BWA (AQSE: BWAP), which has mineral exploration licences in both Cameroon and Canada at various stages of development and is quoted on London’s AQSE Growth Market, announces that it has allotted a total of 4,328,834 ordinary shares of 0.5 pence each in the Company ("Ordinary Shares"), at a price of 0.5 pence per share, in part settlement of fees (the “New Shares”). A total of £21,644.17 of liabilities have been capitalised through the issue of the New Shares, in both cases the issue of the New Shares is made under the terms of existing agreements for part payment for services in Ordinary Shares.
2,228,834 of the New Shares are being issues to Peter Taylor, a director of the Company, in relation to part-settlement of his director fees. 2,100,000 of the New Shares are being issued to Addison Mining Services Ltd in relation to part-settlement of fees for geological services. James Hogg is a director of both Addison Mining Services Ltd and the Company’s subsidiary, BWA Resources (UK) Ltd.
The issue of the New Shares constitutes a related party transaction under the AQSE Growth Market Access Rules. The Board has concluded, having exercised reasonable care, skill and diligence, that the related party transaction is fair and reasonable as far as the shareholders of the Company are concerned.
Application will be made for the New Shares to be admitted to trading on the AQSE Growth Market and admission is expected to become effective on 20 May 2025 (“Admission”).
Total Voting Rights
Following Admission, the Company will have 936,932,364 Ordinary Shares in issue, each share carrying the right to one vote. The Company does not hold any Ordinary Shares in Treasury. Following Admission, the figure of 936,932,364 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 to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
The Directors of BWA are responsible for the contents of this announcement. For further information on the Company, please visit www.bwagroupplc.com/index.html or:
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For further information:
| BWA Group PLC James Butterfield Managing Director | +44 (0) 7770 225 253 enquiries@bwagroupplc.com |
| Allenby Capital Limited Corporate Adviser | +44 (0) 20 3328 5656 Nick Harriss/Lauren Wright |
| Oberon Capital Broker | +44 (0) 20 3179 5300 Nick Lovering/Adam Pollock |
| Name | Peter Taylor |
| Reason for notification | Director |
| Initial | |
| Details of the issuer, emission allowance market participant, auction platform, auctioneer, or auction monitor | BWA Group Plc |
| LEI | 213800XG3K7PTAAG8630 |
| Description of the financial instrument, type of instrument | Ordinary shares of 0.5p each |
| Identification code | ISIN: GB0033877555 |
| Nature of the transaction | Shares issued in settlement of liability |
| Price(s) and volume(s) | 2,100,000 0.5p per Ordinary Share |
| Aggregated information Aggregated volume Price | N/A |
| Date of the transaction | 14/5/2025 |
| Place of the transaction | Off Market |