REG - Capital Metals PLC - Full Exercise of Ambeon Option and TVR

Capital MetalsAnnouncement

02/09/2025 11:15

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RNS Number : 6755X  Capital Metals PLC  02 September 2025

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK
VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH
LAW BY VIRTUE OF THE EUROPEAN (WITHDRAWAL) ACT 2018, AS AMENDED. ON
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS
INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.

 

2 September 2025

 

Capital Metals PLC

 

("Capital Metals" or the "Company")

 

Full Exercise of Ambeon Option and TVR

 

Capital Metals (AIM: CMET), a mineral sands company approaching mine
development stage at the high-grade Taprobane Minerals Project in Sri Lanka
(the "Project"), is pleased to announce it has received subscriptions for the
remaining US$1.175 million of investments pursuant to the US$2 million Ambeon
Option ("Ambeon Option") that was announced on 29 May 2025, and part exercised
on 5 August 2025.

 

Ambeon has advised the Company that it has further exercised its right to
assign the balance of the Ambeon Option to third parties who have subscribed,
in aggregate, for a further 31,886,025 new Ordinary shares in the Company
("Subscription Shares") at an issue price of 2.75 pence per share.

 

Sheffield Additional Subscription

 

Capital Metals is further pleased to announce that Sheffield Resources Ltd
("Sheffield"), the 50% owner of the Thunderbird mineral sands mine in Western
Australia, has indicated it wishes to exercise its right, pursuant to the
Relationship Agreement it signed with the Company in March 2024, to
participate in any share issuance of the Company on the same terms as other
investors in order to maintain its 10% shareholding in the Company as set out
in the 15 March 2024 announcement (the "Sheffield Additional Subscription"). A
further announcement will be made soon detailing the Sheffield Additional
Subscription when it occurs.

 

The proceeds from the Subscription Shares and Sheffield Additional
Subscription will be used to obtain all necessary approvals to reach FID, with
any amounts remaining to be used for general working capital and applied
towards capital expenditure in connection with Stage 1 of the Project.

 

Greg Martyr, Executive Chairman of Capital Metals, commented:

 

"We are delighted with this outcome, which reinforces the confidence in and
momentum behind the Project in Sri Lanka. Ambeon and its assignees have
achieved their maximum US$4 million strategic investment which, together with
the ongoing support from Sheffield, will see the Company comfortably funded
through to FID. We are now focused on finalising the debt and equity
arrangements with the assistance of the Ambeon team for the Stage 1 Project
capital expenditure."

 

Admission and Total Voting Rights

 

Application will be made for the Subscription Shares to be admitted to trading
on AIM ("Admission"). It is expected that Admission will become effective and
dealings will commence at 8.00 a.m. on or around 12 September 2025. The
Subscription Shares will rank pari passu with the Ordinary shares of the
Company in issue. Application for admission will be made then in due course
for the new Ordinary Shares to be issued pursuant to the Sheffield Additional
Subscription.

 

Following Admission, the total number of Ordinary shares in the capital of the
Company in issue will be 484,502,022 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.

 

Following Admission, the Company will have issued a total of 54,599,729 new
Ordinary shares pursuant to the Ambeon Option, which is 325,729 more shares
than the intended amount announced on 29 May 2025, to allow for foreign
exchange movements.

 

Holdings in Company

 

As at the date of this announcement Ambeon holds 59,701,000 Ordinary shares in
the Company, equivalent to 12.3% of the enlarged share capital following the
issue of the Subscription Shares.

 

Capitalised terms used herein without definition shall have the same meanings
given to them in the 29 May 2025 "Strategic Investment & Project
Development MoU" announcement released at 7.00 a.m.

 

For further information, please visit www.capitalmetals.com
(http://www.capitalmetals.com) or contact:

 

 Capital Metals plc                                      Via Vigo Consulting

 Greg Martyr (Executive Chairman)
 Vigo Consulting (Investor Relations)                    +44 (0)20 7390 0234

 Ben Simons / Peter Jacob                                capitalmetals@vigoconsulting.com (mailto:capitalmetals@vigoconsulting.com)
 Strand Hanson Limited (Nominated Adviser)               +44 (0) 20 7409 3494

 Ritchie Balmer / Christopher Raggett / David Asquith
 Hannam & Partners (Broker & Financial Adviser)          +44 (0)20 7907 8500
 Andrew Chubb / Leif Powis

 

About Capital Metals

 

Capital Metals is a UK company listed on the London Stock Exchange (AIM:
CMET). We are developing the Taprobane Minerals Project in Sri Lanka,
approximately 220km east of Colombo, containing industrial minerals including
ilmenite, rutile, zircon, and garnet. The Project is one of the highest-grade
mineral sands projects globally, with potential for further grade and resource
expansion. In 2022, a third-party Preliminary Economic Assessment provided a
Project NPV of US$155-235m based on existing resources, with further
identified optimisation potential. We are committed to applying modern mining
practices and bringing significant positive benefits to Sri Lanka and the
local community. We expect over 300 direct new jobs to be created and over
US$150m in direct government royalties and taxes to be paid.

 

Visit our website:

www.capitalmetals.com (http://www.capitalmetals.com)

 

Follow us on social media:

 

X: @MetalsCapital (https://twitter.com/MetalsCapital)

LinkedIn: @Capital Metals plc (https://uk.linkedin.com/company/capitalmetals)

 

About Ambeon Capital PLC

 

Ambeon Capital PLC is a Colombo Stock Exchange listed diversified conglomerate
with strategic interests across key sectors, including information technology,
financial services, real estate and strategic investments in Sri Lanka. Ambeon
is seeking to invest in mineral sands assets in Sri Lanka and to assist with
their development and operation. Guided by a long-term value creation
approach, the group actively manages its portfolio to unlock synergies and
drive sustainable growth across its verticals. Ambeon continues to reinforce
its position as a dynamic player in Sri Lanka's capital markets, leveraging
sectoral expertise and strategic foresight to deliver enduring value to its
stakeholders.

 

 

 

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