REG - Central Asia Metals - After-market purchase and offer price increase

Central Asia MetalsAnnouncement

26/06/2025 09:45

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RNS Number : 5543O  Central Asia Metals PLC  26 June 2025

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AND THE INFORMATION CONTAINED IN
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WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN,
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PLEASE SEE THE FURTHER INFORMATION SECTION WITHIN THIS ANNOUNCEMENT.

This announcement does not constitute an offer to buy or sell securities or a
solicitation of an offer to buy, sell or otherwise subscribe for securities in
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This announcement contains information that qualifies or may qualify as inside
information within the meaning of Article 7 of the UK Market Abuse Regulation
No 596/204 (as on-shored into UK domestic law pursuant to the European Union
(Withdrawal Act 2018) (as amended)). Upon the publication of this
announcement, via a regulatory information service, such inside information is
now considered to be in the public domain.

26 June 2025

Central Asia Metals PLC

(the 'Group', the 'Company' or 'CAML')

CAML after-market purchase of NWR shares and offer price Increase

Central Asia Metals Plc (AIM: CAML) refers to the proposed acquisition of 100%
of the issued share capital of New World Resources Limited (ASX:NWC) ('NWR')
by CAML, by way of an Australian Scheme of Arrangement announced on 21 May
2025 (and as revised on 20 June and 23 June 2025) (the 'Scheme') and an
off-market takeover bid under Chapter 6 of the Corporations Act 2001 (Cth)
that will be run in parallel, but not in substitution, to the Scheme (the
'Takeover Offer'), as announced on 20 June 2025.

Following market close on the Australian Securities Exchange ('ASX') today,
CAML acquired a total of 253,018,511 NWR shares via off-market trades,
representing approximately 7.1% of the issued capital of NWR, at $0.062 per
NWR share.  Immediately after that purchase, CAML notified NWR of the
purchase and advised NWR that it proposes an increase to the cash
consideration payable under both the Scheme and Takeover Offer from A$0.055 to
A$0.062 per NWR share, valuing NWR at approximately A$230 million.

A separate Deed of Variation to the Scheme Implementation Deed (as varied on
20 June and 23 June 2025) between CAML and NWR is intended to be executed to
formalise the price increase, and CAML will make a further release at that
time.

Important Notice

This announcement is for information purposes only. No statement in this
announcement is intended, or is to be construed, as a profit forecast, profit
estimate, or quantified financial benefits statement or estimate for any
period. The statements contained in this announcement are made as at the date
of this announcement, unless some other time is specified in relation to them,
and publication of this announcement shall not give rise to any implication
that there has been no change in the facts set forth in this announcement
since such date. The release, publication or distribution of this announcement
in, into or from jurisdictions other than the United Kingdom may be restricted
by law and/or regulation.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

Advisers and counsel

BMO Capital Markets is acting as lead financial adviser, Mayer Brown is acting
as UK and US legal adviser, and Clayton Utz is acting as Australian legal
adviser to CAML. Canaccord Genuity is also acting as financial adviser to
CAML.

About CAML

Central Asia Metals Plc is a UK incorporated base metals producer,
headquartered in London. The company has been admitted to trading on the
London Stock Exchange since its IPO in 2010. Today the Company has a market
capitalisation of approximately US$380 million and base metal operations in
Europe and Central Asia. The Board of Directors of CAML is composed of
UK-based senior level executives, bringing a mix of international mining
experience, capital markets experience and environmental, social and
governance experience. CAML is well supported by tier-one UK and US
institutional shareholders with the top three owners made up of Fidelity
International, JO Hambro and BlackRock (between them accounting for
approximately 24% of the Company's share register).

CAML owns 100% of the Sasa underground zinc-lead mine in North Macedonia,
Europe, and 100% of the Kounrad SX-EW copper project in central Kazakhstan.
CAML also owns an 80% interest in CAML Exploration, a subsidiary formed to
progress early-stage exploration opportunities in Kazakhstan, and a 28.4%
interest in Aberdeen Minerals Ltd, a privately-owned UK company focused on the
exploration and development of base metals opportunities in northeast
Scotland.

The person responsible for arranging the release of this announcement on
behalf of CAML is Richard Morgan, Investor Relations Manager.

For further information contact:

 Central Asia Metals                   Tel: +44 (0) 20 7898 9001
 Gavin Ferrar
 CEO
 Louise Wrathall
 CFO
 Richard Morgan                        richard.morgan@centralasiametals.com
 Investor Relations Manager

 BMO Capital Markets (Lead Financial Adviser to CAML and Joint Broker)       Tel: +44 (0) 20 7236 1010
 Thomas Rider
 Pascal Lussier Duquette
 Jonathan Reard

 Peel Hunt (Nominated Adviser and Joint Broker)                              Tel: +44 (0) 20 7418 8900
 Ross Allister
 David McKeown

 Emily Bhasin

 Canaccord Genuity (Financial Adviser to CAML)                               Tel: +61 2 9263 2700
 Christian Calabrese
 Raj Khatri

 BlytheRay (PR Advisers)                                                     Tel: +44 (0) 20 7138 3204
 Tim Blythe
 Megan Ray

 

 

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