REG - First Class Metals - Share Placing

FIRST CLASS METALSAnnouncement

22/02/2024 13:00

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RNS Number : 1491E  First Class Metals PLC  22 February 2024

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

22 February 2024

Share Placing

 

 

First Class Metals PLC ("First Class Metals" "FCM" or the "Company") the UK
listed metals exploration company seeking economic metal discoveries across
its extensive Canadian Schreiber-Hemlo, Sunbeam and Zigzag land holdings, is
pleased to announce the completion of a private placing of a total of
3,700,000 ordinary shares of 0.1p each ("Ordinary Shares") at a price of 4.5p
(the "Placing Shares") with a single existing private investor ("Investor")
raising £166,500 (the "Placing").

The Placing price of 4.5p represents an 10% premium to the middle market price
of Ordinary Shares at the close of business 21 February 2024

Director's-Stock Lending Agreement

The Company does not presently have sufficient headroom to enable the issue
and admission of the Placing Shares which are required to be issued pursuant
to the Placing without the production of an FCA approved prospectus. The
Company is therefore proposing that the Executive Chairman, James Knowles,
transfers to the Company by way of a loan such number of Ordinary Shares held
by Mr Knowles as are equal to, in aggregate, to the Placing Shares within the
terms of the existing share loan agreement (the "Share Lending Agreement"),
to facilitate the placing of the Placing Shares by the Company. This loan
involves no consideration being paid or security granted to James Knowles.

The transfer of the Placing Shares to the Investor is expected to be completed
on or around 29 February 2024.

The Share Lending Agreement provides for the allotment of an aggregate of
3,700,000 new Ordinary Shares to James Knowles by 30 June 2024 to replace
the shares loaned under the terms of the Share Lending Agreement. Application
will be made to the LSE and FCA for the admission of the Ordinary Shares to be
issued to Mr Knowles at the appropriate time.

No further fees over and above the amount charged by the directors in the
announcement of the 24 November 2023 will be paid.

 

Related Party Transaction

James Knowles is a director of the Company. The Share Lending Agreement is
considered to be a material related party transaction (the "Related Party
Transaction").

Marc Sale, Marc Bamber and Andrew Williamson, being the independent
directors for the purpose of this Related Party Transaction consider that the
terms and conditions are fair and reasonable insofar as the shareholders of
the Company are concerned.

 

Total Voting Rights

The total number of voting rights in the Company remains unchanged. The figure
of 82,045,729 may be used by shareholders in the Company as the denominator
for calculations to determine if they have a notifiable interest in the share
capital of the Company under the Disclosure Guidance and Transparency Rules,
or if such interest has changed.

 

Ends

For further information, please contact:

 

 James Knowles, Executive Chairman  JamesK@Firstclassmetalsplc.com (mailto:JamesK@Firstclassmetalsplc.com)  07488 362641
 Marc J Sale, CEO                   MarcS@Firstclassmetalsplc.com (mailto:MarcS@Firstclassmetalsplc.com)    07711 093532

 

Novum Securities Limited

 

(Financial Adviser)

 

 David Coffman/ George Duxberry   www.novumsecurities.com   (0)20 7399 9400

 

 

 

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