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RNS Number : 3666C Future Metals NL 07 October 2025
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 which is part of UK law by virtue of
the European Union (Withdrawal) Act 2018, as amended ("UK MAR"). The
information is disclosed in accordance with the Company's obligations under
Article 17 of UK MAR. Upon the publication of this announcement, this inside
information is now considered to be in the public domain.
7 October 2025
Future Metals NL
("Future Metals" or the "Company")
Cancellation of Admission to AIM
Future Metals NL (ASX | AIM: FME) announces the cancellation of the admission
of its ordinary shares ("Shares") to trading on the AIM market of the London
Stock Exchange ("AIM") (the "Cancellation") in accordance with Rule 41 of the
AIM Rules for Companies ("AIM Rules"). It is expected that the Cancellation
will occur on 5 November 2025. The Company's primary listing is on the
Australian Securities Exchange (ASX) and it has been admitted to trading on
AIM since October 2021.
Highlights
• Following the Cancellation, the Company's Shares will remain listed
on the ASX, which will continue as the primary trading venue for its equity
securities. The Company has no intention to delist its Shares from the ASX.
• The Company is providing an opportunity for each Depositary Interest
("DI") holder to become a registered shareholder on the Company's Australian
share register.
Reasons for the AIM Cancellation
FME is of the view that the Company's admission to trading on AIM is not
delivering sufficient value to shareholders, having regard to the following
factors:
· conditions which have impacted stock markets generally since its
admission to trading on AIM in October 2021 have made it challenging to raise
capital in the UK;
· the low levels of liquidity and trading volumes in FME's Shares on
AIM;
· the cost of maintaining admission to trading on AIM, including
professional fees, listing fees payable and incremental legal, auditing and
other fees; and
· the amount of management time and regulatory burden associated with
maintaining the Company's admission to trading on AIM, in addition to its ASX
listing.
It is the opinion of the Board that the Cancellation will not materially nor
adversely impact existing Shareholders as they will still be able to trade on
the ASX.
Process for Cancellation
Application has been made to the London Stock Exchange to cancel admission of
the Shares to trading on AIM, and it is expected that the Cancellation will
become effective at 7.00 a.m. (London time) on 5 November 2025.
On the basis that the Company's Shares will continue to be listed on ASX,
which is an AIM Designated Market (as defined by the AIM Rules), the Company
is not required to seek shareholder approval for the Cancellation.
The full timetable of expected events is set out at the end of this
announcement.
Principal effects and risks relating to the Cancellation
· The Company's Shares will no longer be traded on AIM and Future
Metals has no intention to implement a matched bargain facility to enable
trading post Cancellation in the UK;
· remaining DI holders will have their holding transferred on a 1:1
basis to the Company's Australian share register and will therefore retain
Shares that are tradeable on the ASX;
· the regulatory and financial reporting regime, including but not
limited to, the AIM Rules, the corporate governance requirements for companies
trading on AIM and UK MAR, will no longer apply, but the regulatory framework
of the ASX, including its corporate governance requirements, and Australian
company law will still apply;
· shareholders will no longer be afforded the protections given by the
AIM Rules, such as the requirement to be notified of certain events, including
substantial transactions, financing transactions and related party
transactions, and the requirement to obtain shareholder approval for certain
transactions, where applicable, such as reverse takeovers and fundamental
changes in the Company's business; albeit similar protection may be afforded
pursuant to the ASX Listing Rules, Australian company law and the Australian
Corporations Act;
· Strand Hanson Limited will cease to act as nominated adviser and
UK broker to the Company; and
· the Cancellation might have either positive or negative taxation
consequences for shareholders. Stamp duty may be due on transfers of Shares
and agreements to transfer Shares unless a relevant exemption or relief
applies to a particular transfer. Shareholders who are in any doubt about
their tax position should consult their own professional independent tax
advisers.
The above considerations are non-exhaustive and shareholders should seek their
own independent advice (including tax, financial and legal) when assessing the
likely impact of the Cancellation on them.
Information for Depositary Interest (DI) holders
The Company's Shares will continue to be traded on AIM until market close,
being 4.30 p.m. London time, on 4 November 2025 after which, there will be no
public market in the UK on which the Shares can be traded. After the closure
of the DI facility on 12 November 2025, all remaining DI holders will have
their holding transferred on a 1:1 basis to the Company's Australian share
register and will therefore retain Shares that are tradeable on the ASX. These
Shares will be held on the Australian share register in issuer sponsored form,
with a holding statement despatched to each DI holder's registered address. To
trade Shares in the future on the ASX, former DI holders will need to engage a
local broker or a nominee capable of placing and settling share trades in
Australia.
DI holders who wish to withdraw their DIs from CREST and take receipt of
Shares on the Australian share register, prior to the closure of the DI
facility, should contact their broker without delay.
Future Metals advises DI holders to seek independent financial and tax advice
regarding the AIM Cancellation and their Shares represented by DIs.
Expected Timetable of Principal Events
Event Time and/or date
Announcement of proposed AIM Cancellation 7 October 2025
Expected last day of dealings in the Shares on AIM 4 November 2025
Expected time and date of the AIM Cancellation 7.00 a.m. (London time) on 5 November 2025
Closure of the DI Facility 12 November 2025
Further information
Information on the Cancellation and termination of depositary arrangements and
the options available to DI holders, including how to sell their DI, will be
sent to depositary interest holders from Computershare. For further
information on the transfer of DI holdings to ASX Shares or for queries
related to sale options, please contact: Computershare Investor Services PLC
on +44 (0) 370 707 4040.
For further information, please contact:
Future Metals NL Strand Hanson Limited (Nominated Adviser and UK Broker)
Patrick Walta / Keith Bowes James Bellman / Rob Patrick / Edward Foulkes
+61 8 9480 0414 +44 (0) 20 7409 3494
info@future-metals.com.au
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