RNS Number : 2442L
Metals Exploration PLC
03 June 2025
3 June 2025
METALS EXPLORATION PLC
Exercise of Options and Warrants, PDMR Dealings and Total Voting Rights
Metals Exploration plc (AIM: MTL) ("Metals Exploration" or the "Company"), gold production, exploration and development company with assets in the Philippines and Nicaragua, announces that it has received notices of exercise in respect of options and warrants over new ordinary shares of £0.0001 each ("Ordinary Shares").
The notices of exercise, in aggregate, comprise: (i) options over 229,600,000 new Ordinary Shares at an exercise price equal to nominal value under the Metals Exploration plc Long Term Incentive Plan ("LTIP"); (ii) options over 11,122,524 new Ordinary Shares at an exercise price of £0.0725 each under the Condor Gold plc Employee Share Options scheme; and (iii) warrants over 9,889,058 new Ordinary Shares at an exercise price equal of £0.0605 each.
The options issued under the LTIP have met all performance vesting conditions, being the Metals Exploration volume-weighted average share price over a 30-day period exceeding: (i) 2.5 pence; (ii) 5 pence; and (iii) 7.5 pence, with each condition representing one third of the total number of options.
The options under the Condor Gold plc Employee Share Options scheme and the warrants were issued as result of the Company's acquisition of Condor Gold plc in January 2025, and have been exercised in accordance with their terms.
PDMR Dealings
Details of the option exercised by Darren Bowden are set out below, with further information being contained in the Appendix to this announcement:
Director/PDMR
Number of Ordinary Shares over which options were exercised under the LTIP scheme
Resulting number of Ordinary Shares held
% of enlarged share capital
Darren Bowden, Chief Executive Officer
180,000,000
199,309,250
6.83
Details of the Ordinary Shares sold by a director, Tim Livesey, to fund a tax liability arising as a result of a previous exercise of Metals Exploration options, are set out below, with further information being contained in the Appendix to this announcement:
Director/PDMR
Number of Ordinary Shares sold
Resulting number of Ordinary Shares held
% of enlarged share capital
Tim Livesey, Non-Executive Director
2,500,000
4,100,000
0.14
Admission and total voting rights
Application has been made to the London Stock Exchange plc for the admission of the new Ordinary Shares to trading on AIM ("Admission"), which is expected to take place at 8.00 a.m. on or around 6 June 2025.
Following Admission, the Company will have 3,216,050,370 Ordinary Shares in issue, of which 299,385,458 ordinary shares are held in treasury, and, accordingly, the total number of voting rights is 2,916,664,912. Therefore, this figure may be used by shareholders in the Company as the denominator for the calculation by which they may determine if they are required to notify their interest in, or change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
Change of Significant Shareholders' Interests
Upon the completion of the above share issues the Company is aware of the following significant shareholders and their respective interests on Admission:
Shareholder
Number of Ordinary Shares
% of enlarged share capital
Nick Candy*
653,000,000
22.39
Drachs Investments No3 Limited
465,565,701
15.96
Jim Mellon
219,940,710
7.54
Notes:
* - Nick Candy has an interest in 653,000,000 Ordinary Shares, comprising: Candy Investments S.a.r.l with 650,000,000 Ordinary Shares, Candy Ventures S.a.r.l with 2,000,000 Ordinary Shares, and MTL (Luxembourg) S.a.r.l with 1,000,000 Ordinary Shares. Candy Investments S.a.r.l, Candy Ventures S.a.r.l and MTL (Luxembourg) S.a.r.l are each wholly owned by Nick Candy, save for Candy Ventures S.a.r.l, in which he holds a 90% interest, with Steven Smith owning 10%.
** - 16,449139 Ordinary Shares held directly in Mr Mellon's own name and 203,491,571 Ordinary Shares held by Galloway Limited, a company indirectly wholly owned by Mr Mellon.
For further information please visit or contact:
Metals Exploration PLC
Via BlytheRay
+44 (0) 207 138 3204
Nominated & Financial Adviser:
STRAND HANSON LIMITED
James Spinney, James Dance, Rob Patrick
+44 (0) 207 409 3494
Broker:
HANNAM & PARTNERS
Matt Hasson, Franck Nganou
+44 (0) 207907 8500
Public Relations:
BLYTHERAY
Megan Ray, Said Izagaren
+44 (0) 207 138 3204
metalsexploration@blytheray.com
Web: www.metalsexploration.com
X: @MTLexploration
LinkedIn: Metals Exploration
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
1.
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Darren Bowden
2.
Reason for the Notification
a)
Position/status
CEO (Director)
b)
Initial notification/amendment
Initial notification
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
METALS EXPLORATION PLC
b)
LEI
2138006CFXWG2OPRV987
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 £0.0001 each in the Company
Identification code
ISIN for Ordinary Shares: GB00B0394F60
b)
Nature of the Transaction
Exercise of options to acquire Ordinary Shares
c)
Price(s) and volume(s)
Price(s)
Volume(s)
£0.0001
180,000,000
d)
Aggregated information Aggregated volume Price
N/A (Single transaction)
e)
Date of the transaction
2 June 2025
f)
Place of the transaction
Outside a trading venue
1.
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Tim Livesey
2.
Reason for the Notification
a)
Position/status
Non-Executive Director
b)
Initial notification/amendment
Initial notification
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
METALS EXPLORATION PLC
b)
LEI
2138006CFXWG2OPRV987
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 £0.0001 each in the Company
Identification code
ISIN for Ordinary Shares: GB00B0394F60
b)
Nature of the Transaction
Sale of Ordinary Shares
c)
Price(s) and volume(s)
Price(s)
Volume(s)
£0.082
2,500,000
d)
Aggregated information Aggregated volume Price
N/A (Single transaction)
e)
Date of the transaction
30 May 2025
f)
Place of the transaction
AIM
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