REG - ECR Minerals PLC - Issue of Equity and Total Voting Rights

ECR MineralsAnnouncement

02/07/2025 07:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20250702:nRSB3098Pa&default-theme=true

RNS Number : 3098P  ECR Minerals PLC  02 July 2025

 

 

2 July 2025

 

ECR MINERALS PLC

 

("ECR Minerals", "ECR" or the "Company")

 

Issue of Equity, Total Voting Rights

and

PDMR dealings

 

ECR Minerals plc (LON: ECR), the exploration and development company focused
on gold in Australia, is pleased to announce the issue of new ordinary shares
of 0.001 pence each in ECR (the "Ordinary Shares") in respect of the board of
directors of ECR's (the "Board" or the Directors") ongoing remuneration
policy, whereby each Director and certain consultants to the Company are
remunerated partially through the issue of new Ordinary Shares.

 

In accordance with their existing share-based remuneration arrangements,
announced originally on 19 September 2023, Nick Tulloch, Chairman, and Mike
Whitlow, Managing Director, will each receive 10,071,620 new Ordinary Shares,
as payment in lieu of £22,500 of their accrued remuneration for the period
from 1 April 2025 to 30 June 2025.  All of these new Ordinary Shares are to
be issued at a price of 0.2234 pence per new Ordinary Share which was the
volume weighted average share price for Ordinary Shares over the previous 14
days to 30 June 2025.

 

In addition, as noted in the Company's announcement on 2 October 2024, each
Director has agreed to continue to accept a material part of their
remuneration through the issue of new Ordinary Shares for at least a further
12 months. Accordingly, Andrew Scott, Non-executive Director, will receive
2,685,765 new Ordinary Shares, as payment in lieu of £6,000 of his accrued
remuneration for the same period. The new Ordinary Shares will also be issued
at a price of 0.2234 pence per new Ordinary Share, which was the volume
weighted average share price for Ordinary Shares over the previous 14 days to
30 June 2025.

 

A further 2,685,765 new Ordinary Shares will also be issued at a price of
0.2234 pence per new Ordinary Share as payment in lieu of £6,000 of the
remuneration of a consultant to the Company during the period from 1 April
2025 to 30 June 2025.

 

Additional Issue of Equity

 

The Company has agreed to issue and allot 1,342,882 new Ordinary Shares as
payment in lieu of £3,000 of accrued fees owed by the Company to a
professional adviser, in order to assist the Company in conserving its cash
resources. These new Ordinary Shares will also be issued at a price of 0.2234
pence per new Ordinary Share, which was the volume weighted average share
price for Ordinary Shares over the previous 14 days.

 

PDMR dealings

 

Pursuant to the arrangements set out above, a total of 26,857,652 new Ordinary
Shares will be issued by the Company. Following this issuance, the total
numbers of Ordinary Shares that will be held following Admission (as defined
below) by the Directors, as Persons Discharging Managerial Responsibility
("PDMRs") of the Company as at the date of this announcement, are as follows:

 

 Name          New Ordinary Shares to be issued  Total Ordinary Shares held in the Company following Admission  As a percentage of the Company's enlarged issued ordinary share capital
                                                                                                                following Admission
 Nick Tulloch  10,071,620                        67,272,907                                                     2.96%
 Mike Whitlow  10,071,620                        67,272,907                                                     2.96%
 Andrew Scott  2,685,765                         24,734,286                                                     1.09%
 Total         22,829,005

 

The FCA notification in respect of these PDMR dealings, made in accordance
with the requirements of the UK Market Abuse Regulation, is appended further
below.

 

Admission and Total Voting Rights

 

Application has been made for 26,857,652 new Ordinary Shares to be admitted to
trading on AIM ("Admission") and it is expected that Admission will become
effective on or around 8 July 2025. The 26,857,652 new Ordinary Shares will
rank pari passu with the existing Ordinary Shares. Upon Admission, ECR's
issued ordinary share capital will comprise 2,269,512,954 Ordinary Shares.
This number will represent the total voting rights in the Company, and,
following Admission may be used by shareholders as the denominator for the
calculation by which they can determine if they are required to notify their
interest in, or a change to their interest in, the Company under the Financial
Conduct Authority's Disclosure Guidance and Transparency Rules.

 

FOR FURTHER INFORMATION, PLEASE CONTACT:

 

 ECR Minerals Plc                                                                                                                                                                                                                                   Tel: +44 (0) 20 8080 8176
 Nick Tulloch, Chairman                                                                                                                                                                                                                             info@ecrminerals.com (mailto:info@ecrminerals.com)

 Andrew Scott, Director

 Website: www.ecrminerals.com
 (http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.ecrminerals.com%2F&esheet=51817334&newsitemid=20180605005810&lan=en-US&anchor=www.ecrminerals.com&index=1&md5=820ad49dc1fc2c84a0538453c017bc1b)

 Allenby Capital Limited                                                                                                                                                                                                                            Tel: +44 (0) 3328 5656
 Nominated Adviser                                                                                                                                                                                                                                  info@allenbycapital.com (mailto:info@allenbycapital.com)

 Nick Naylor / Alex Brearley / Vivek Bhardwaj

 Axis Capital Markets Limited                                                                                                                                                                                                                       Tel: +44 (0) 203 026 0320
 Broker
 Lewis Jones

 SI Capital Ltd                                                                                                                                                                                                                                     Tel: +44 (0) 1483 413500
 Broker
 Nick Emerson

 Brand Communications                                                                                                                                                                                                                               Tel: +44 (0) 7976 431608
 Public & Investor Relations
 Alan Green

 

ABOUT ECR MINERALS PLC

 

ECR Minerals is a mineral exploration and development company. ECR's wholly
owned Australian subsidiary ECR Minerals (Australia) Pty Ltd ("ECR Australia")
has 100% ownership of the Bailieston and Creswick gold projects in central
Victoria, Australia, has six licence applications outstanding which includes
one licence application lodged in eastern Victoria (Tambo gold project).

 

ECR also owns 100% of an Australian subsidiary ECR Minerals (Queensland) Pty
Ltd which has three approved exploration permits covering 946 km(2) over a
relatively unexplored area in Lolworth Range, Queensland, Australia. The
Company has also submitted a license application at Kondaparinga which is
approximately 120km(2) in area and located within the Hodgkinson Gold
Province, 80km NW of Mareeba, North Queensland.

 

Following the sale of the Avoca, Moormbool and Timor gold projects in
Victoria, Australia to Fosterville South Exploration Ltd (TSX-V: FSX) and the
subsequent spin-out of the Avoca and Timor projects to Leviathan Gold Ltd
(TSX-V: LVX), MGA has the right to receive up to A$2 million in payments
subject to future resource estimation or production from projects sold to
Fosterville South Exploration Limited.

 

ECR Australia also has approximately A$75 million of unutilised tax losses
incurred during previous operations.

 

The following notification, made in accordance with the requirements of the UK
Market Abuse Regulation, gives further details.

 

 1     Details of the person discharging managerial responsibilities / person closely
       associated
 a)    Name

Name          Position
                                                                      Nick Tulloch  Chairman
                                                                      Mike Whitlow  Managing Director
                                                                      Andrew Scott  Non-Executive Director

 

 2     Reason for the notification
 a)    Position/status                                                See above

 b)    Initial notification /Amendment                                Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 a)    Name                                                           ECR Minerals plc
 b)    LEI                                                            213800PBXY96KXHISJ17
 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 0.001p each in ECR Minerals plc

       Identification code                                            Identification code (ISIN) for ECR Minerals plc ordinary shares: GB00BYYDKX57
 b)    Nature of the transaction                                      Issue of new Ordinary Shares in lieu of salary
 c)    Price(s) and volume(s)                                         Name           Price(s)     Volume(s)
                                                                      Nick Tulloch  0.2234 pence  10,071,620
                                                                      Mike Whitlow  0.2234 pence  10,071,620
                                                                      Andrew Scott  0.2234 pence  2,685,765

 
 d)    Aggregated information:                                        N/A

       -      Aggregated volume

       -      Price
 e)    Date of the transaction                                        2 July 2025
 f)    Place of the transaction                                       Outside a trading venue

 

 

2

Reason for the notification

a)

Position/status

See above

 

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor

a)

Name

ECR Minerals plc

b)

LEI

213800PBXY96KXHISJ17

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

Identification code

Ordinary shares of 0.001p each in ECR Minerals plc

Identification code (ISIN) for ECR Minerals plc ordinary shares: GB00BYYDKX57

b)

Nature of the transaction

Issue of new Ordinary Shares in lieu of salary

c)

Price(s) and volume(s)

 Name           Price(s)     Volume(s)
 Nick Tulloch  0.2234 pence  10,071,620
 Mike Whitlow  0.2234 pence  10,071,620
 Andrew Scott  0.2234 pence  2,685,765

 

d)

Aggregated information:

-      Aggregated volume

-      Price

N/A

e)

Date of the transaction

2 July 2025

f)

Place of the transaction

Outside a trading venue

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  MSCBFLLBEDLFBBB