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RNS Number : 0014R First Class Metals PLC 30 January 2026
The information contained within this announcement is deemed to constitute
inside information as stipulated under the retained EU law version of the
Market Abuse Regulation (EU) No. 596/2014 (the "UK MAR") which is part of UK
law by virtue of the European Union (Withdrawal) Act 2018. The information is
disclosed in accordance with the Company's obligations under Article 17 of the
UK MAR. Upon the publication of this announcement, this inside information is
now considered to be in the public domain.
FIRST CLASS METALS PLC
30 January 2026
Funding & Corporate Update
First Class Metals PLC ("First Class Metals", "FCM" or the "Company"), the
UK-listed exploration company advancing high-grade, district-scale gold
opportunities in Ontario, Canada, is pleased to announce that it has entered
into a new interest-free Convertible Loan Note Instrument ("CLN" or the
"Convertible Loan Notes") with an international investor (the "Investor") for
up to £1,000,000.
Highlights and Funding Overview
· The Company has secured funding in order to advance its maiden drill
programme on the Sunbeam Property and general working capital requirements.
· Under the terms of the CLN, the Investor has agreed to subscribe for
up to £1.0 million interest-free convertible loan notes of £1 each, to be
issued in tranches, with a twelve-month maturity from the date of the
instrument.
· The first tranche of £350,000 has been agreed and is expected to be
drawn shortly, with further tranches available in accordance with the terms of
the CLN.
· The Convertible Loan Notes are interest-free and are convertible at
the option of the Investor at a price equal to 82% of the lowest daily VWAP
over the five trading days immediately prior to the submission of a conversion
notice. Conversion of any outstanding balance is mandatory at maturity,
subject to statutory shareholding limits.
· The Company retains the right, prior to maturity, to redeem the
Convertible Loan Notes at 125% of their nominal value.
· A 2% commitment fee is payable in respect of each tranche and may be
offset against the subscription proceeds at drawdown.
· The CLN additionally provides the Investor with warrants for each
tranche equalling to 35% of the convertible loan notes comprising that tranche
(with a maximum of 350,000 warrants for the 1,000,000 loan notes). The
subscription price for each warrant is 120% of the closing price of an
ordinary share on the business day immediately preceding the day of the
subscription of the tranche. The warrants will be exercisable at any time
within three years from the date of grant.
· In connection with the subscription of the first tranche, the Company
will issue 4,803,922 warrants exercisable at 2.55 pence per share.
· Payment of final CAD$ 100,000 due to the Kerrs Gold property option
holders to be made in order to acquire a 100% ownership of the Property.
Use of Proceeds & Corporate Update
The proceeds of the Convertible Loan Notes will be used to initiate a drill
programme at the Company's Sunbeam Property in Ontario, Canada and provide for
general working capital requirements.
Operationally, the location of the initial drill targets at Sunbeam requires
hard-frozen ground conditions to ensure safe and effective access. These
conditions are now present during the Ontario winter season, enabling the
Company to advance drilling. A drill programme is currently being designed,
and the Company will provide further updates on rig mobilisation and programme
timing.
In addition, the Company is accelerating the final cash consideration of
CAD$100,000 payable to the option holders of the Kerrs Gold Property. Upon
completion of this payment, First Class Metals will hold a 100% ownership
interest in the Kerrs Gold Property, which hosts a historical resource of
approximately 386,000 ounces of gold.
James Knowles, Executive Chairman, commented:
"This funding agreement is a deliberate and strategic step to ensure First
Class Metals is fully capitalised to act decisively at a critical point in our
operational calendar. The ability to advance programmes at the right time is
fundamental to maximising value in an exploration-led business. Given the
well-publicised move higher in gold prices to new all-time highs in the last
few months, we believe now is the time to progress our portfolio on multiple
fronts.
At the same time, the Company is completing the final steps to secure full
ownership of the Kerrs Gold Property, a substantial gold asset with a defined
386,000-ounce gold resource. The Company felt this to be a prudent step
considering market factors and ensuring the Company has the flexibility to
make quick decisions in relation to the Property."
For Further Information:
Engage with us by asking questions, watching video summaries, and seeing what
other shareholders have to say. Navigate to our Interactive Investor hub here:
https://firstclassmetalsplc.com (https://firstclassmetalsplc.com)
For further information, please contact:
James Knowles, Executive Chair
Email: JamesK@Firstclassmetalsplc.com (mailto:JamesK@Firstclassmetalsplc.com)
Tel: 07488 362641
Marc J Sale, CEO and Executive Director
Email: MarcS@Firstclassmetalsplc.com (mailto:MarcS@Firstclassmetalsplc.com)
Tel: 07711 093532
AlbR Capital Limited (Financial Adviser)
David Coffman/Dan Harris
Website: www.albrcapital.com (http://www.albrcapital.com)
Tel: (0)20 7469 0930
Axis Capital Markets (Broker)
Lewis Jones
Website: Axcap247.com (http://www.axcap247.com)
Tel: (0)203 026 0449
First Class Metals PLC - Background
First Class Metals listed on the LSE in July 2022 and is focused on metals
exploration in Ontario, Canada which has a robust and thriving junior mineral
exploration sector. In particular, the Hemlo 'camp' near Marathon, Ontario is
a proven world class address for gold exploration, featuring the Hemlo gold
deposit previously operated by Barrick Mining (>23M oz gold produced), with
the past producing Geco and Winston Lake base metal deposits also situated in
the region.
FCM currently holds 100% ownership of seven claim blocks covering over 250km²
in northwest Ontario. A further three blocks are under option and cover an
additional 30km(2).FCM is focussed on exploring for gold but has base metals
and critical metals mineralisation. FCM is maintaining a joint venture with GT
Resources on the West Pickle Lake Property, a drill-proven ultra-high-grade
Ni-Cu project.
The flagship properties, North Hemlo and Sunbeam, are gold focussed. North
Hemlo has a significant discovery in the Dead Otter trend which is a
discontinuous 3.5km gold anomalous trend with a 19.6g/t Au peak grab sample.
This sampling being the highest known assay from a grab sample ever recorded
on the North Limb of Hemlo.
In October 2022 FCM completed the option to purchase the historical high-grade
past-producing Sunbeam gold mine near Atikokan, Ontario, ~15 km southeast of
Agnico Eagle's Hammond Reef gold deposit (3.3 Moz of open pit probable gold
reserves).
FCM acquired the Zigzag Project near Armstrong, Ontario in March 2023. The
property features Li-Ta-bearing pegmatites in the same belt as Green
Technology Metals' Seymour Lake Project, which contains a Mineral Resource
estimate of 9.9 Mt @ 1.04% Li2O. Zigzag was successfully drilled prior to
Christmas 2023.
The Kerrs Gold property, acquired under option by First Class Metals in April
2024, is located in northeastern Ontario within the Abitibi Greenstone Belt,
one of the world's most prolific gold-producing regions. The project holds a
historical inferred resource of approximately 386,000 ounces of gold,
underscoring its potential as a meaningful addition to FCM's expanding gold
portfolio. Kerrs Gold complements the Company's exploration strategy and
provides exposure to a well-established mining district. FCM is currently
reviewing plans to advance the project and further unlock its value.
The significant potential of the properties for precious, base and battery
metals relates to 'nearology', since all properties lie in the same districts
as known deposits (Hemlo, Hammond Reef, Seymour Lake), and either contain
known showings, geochemical or geophysical anomalies, or favourable structures
along strike from known showings (e.g. the Esa project, with an inferred
Hemlo-style shear along strike from known gold occurrences).
For further information see the Company's presentation on the web site:
www.firstclassmetalsplc.com
Forward Looking Statements
Certain statements in this announcement may contain forward-looking statements
which are based on the Company's expectations, intentions and projections
regarding its future performance, anticipated events or trends and other
matters that are not historical facts. Such forward-looking statements can be
identified by the fact that they do not relate only to historical or current
facts. Forward-looking statements sometimes use words such as 'aim',
'anticipate', 'target', 'expect', 'estimate', 'intend', 'plan', 'goal',
'believe', or other words of similar meaning. These statements are not
guarantees of statements. Given these risks future performance and are subject
to known and unknown risks, uncertainties and other factors that could cause
actual results to differ materially from those expressed or implied by such
forward-looking and uncertainties, prospective investors are cautioned not to
place undue reliance on forward-looking statements. Forward-looking statements
speak only as of the date of such statements and, except as required by
applicable law, the Company undertakes no obligation to update or revise
publicly any forward-looking statements, whether as a result of new
information, future events or otherwise.
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