REG - Capital Metals PLC - Sheffield Subscription/Grant of Options

Capital MetalsAnnouncement

04/09/2025 07:20

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RNS Number : 0062Y  Capital Metals PLC  04 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.

 

4 September 2025

 

Capital Metals PLC

 

("Capital Metals" or the "Company")

 

Sheffield Resources Subscription

&

Grant of Share Options

 

Further to the 2 September 2025 announcement, Capital Metals (AIM: CMET), a
mineral sands company approaching mine development stage at the high-grade
Taprobane Minerals Project in Sri Lanka (the "Project"), announces a
subscription for 6,689,418 new Ordinary shares in the Company (the "Sheffield
Subscription Shares") by Sheffield Resources Limited (ASX: SFX) ("Sheffield")
at a price of 2.75 pence per share (the "Sheffield Subscription"), for a total
sum of £183,959. The Sheffield Subscription is conditional on the admission
of the Ambeon Subscription Shares(1).

 

The Sheffield Subscription is a result of Sheffield, the 50% owner of the
Thunderbird mineral sands mine in Western Australia, exercising 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.

 

Admission and Total Voting Rights

 

Application will be made for the Sheffield 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 Sheffield Subscription Shares will rank pari passu with the Ordinary
shares of the Company in issue.

 

Following Admission, the total number of Ordinary shares in the capital of the
Company in issue will be 491,191,440 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.

 

Upon Admission, Sheffield will hold 49,173,418 Ordinary shares in the Company,
equivalent to 10% of the enlarged share capital following the admissions of
the Ambeon Subscription Shares(1) and the Sheffield Subscription Shares.

 

(1) As defined in the 2 September 2025 announcement

 

Grant of Share Options

 

As announced on 29 May 2025, in connection with the Ambeon Subscription(2) and
the Ambeon Option(2), Capital Metals has granted share options to subscribe
for 20,000,000 new Ordinary shares in the Company to advisers that assisted
with those transactions ("Adviser Options"). The advisers are connected with a
shareholder of Ambeon. The Adviser Options will be exercisable on the terms
below for up to five years from the date of grant, subject to the following
vesting conditions having been satisfied:

 

(i)            One third are exercisable at 3 pence per share
following completion of the Ambeon Subscription(2)

(ii)           One third will be exercisable at 4 pence per share on
completion of the Redgate Equity transaction(2)

(iii)          One third will be exercisable at 5 pence per share on
completion of the Redgate Debt transaction(2)

( )

(2) As defined in the 29 May 2025 announcement

 

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)

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