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REG - Metals One PLC - Option for 49.9% of LBR & £1.5M Subscription

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RNS Number : 1036Z  Metals One PLC  01 April 2026

 

1 April 2026

 

Metals One Plc

("Metals One" or the "Company")

 

Option to Increase Ownership in Lions Bay Resources to 49.9%

&

Subscription to Raise £1.5 Million at 2.0p per Share

 

Metals One (AIM: MET1, OTCQB: MTOPF), a critical and precious metals project
developer and investor, is pleased to provide an update on its investments in
Lions Bay Resources PTY Ltd ("LBR") (Metals One: 30%) and Lions Bay Capital
Inc. ("LBI") (TSX-V: LBI) (Metals One: 19.1%), and to announce an equity
subscription by investors to advance the Company's mining development
strategy.

 

Highlights

 

·    Metals One has agreed an Option to acquire an additional 19.9% of LBR
through the conversion of US$5.0 million of the existing loan Facility

·    Metals One's proforma holding of LBR post-exercise of the Option will
be 49.9%

·    Metals One has raised £1.5 million to advance its gold focused
mining development strategy

 

Option agreement to acquire an additional 19.9% of Lions Bay Resources for the
conversion of US$5 million of loans

 

Further to the announcement by the Company on 23 March 2026, Metals One's
C$10.0 million secured loan facility (the "Facility") to LBI has been amended
to include an option agreement such that US$5.0 million (approximately C$7.0
million) of the Facility balance will convert into a further 19.9% of LBR
equity at the Company's election and shareholder approval (the "Option"). Upon
exercise of the Option, the outstanding C$3.0 million will remain under the
current terms of the Facility.

 

LBR is a South African private company formed last year to create a vertically
integrated South African gold business. At the date of agreeing the Option,
LBR owns a cogeneration plant located in the Karbochem Industrial
Park, Newcastle, South Africa with a replacement value of US$39.6 million
and has agreed terms with the Business Rescue Practitioner ("BRP") to acquire
the Vantage Goldfields assets in South Africa (the "Vantage Assets") subject
to creditor approval on 9 April 2026.

 

The Vantage Assets entered Business Rescue after the 2016 Lily mine collapse
and are located in the Barberton region with a historical resource inventory
of 4.5 million ounces of gold(1), a central metallurgical complex and
extensive underground development.

 

As previously announced, Metals One has entered into a revised shareholders'
agreement with the shareholders of LBR. The shareholders' agreement will
regulate the relationship between the shareholders of LBR and contains
customary provisions including the ability to appoint a director to the board
of LBR, pre-emption rights and matters which require the unanimous consent of
the shareholders of LBR.

 

Metals One will remain the senior secured creditor to LBR via the unconverted
balance of the loan Facility with LBI, ahead of concluding financing
discussions with interested financing parties to facilitate the conditional
acquisition of the Vantage Assets. It is anticipated that Metals One will call
a shareholder meeting to approve the Option exercise following the 9 April
2026 creditor meeting to vote on the rescue plan proposed by LBR and the BRP.

 

£1.5 million direct subscription to advance the Company's gold mining
development strategy

 

Metals One has successfully raised gross proceeds of £1.5 million through a
direct subscription for new Ordinary shares by institutional investors (the
"Subscription").

 

The Subscription comprises the issue of 75,000,000 new Ordinary shares of
£0.01 each ("Subscription Shares") at a price of £0.02 per share,
representing a premium of 8.16% to the closing price on 31 March 2026.

 

The Subscription proceeds will primarily be applied towards facilitating the
Company's ongoing gold focused business development strategy.

 

Application has been made to the London Stock Exchange for the Subscription
Shares to be admitted to trading on AIM (the "Admission"). Admission is
expected to occur at 8.00 a.m. on or around 9 April 2026.

 

Following Admission, the Company's total issued share capital will consist of
1,234,946,460 Ordinary shares with voting rights attached. The Company does
not hold any Ordinary shares in treasury. This figure may be used by
shareholders in the Company as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change in their interest in, the Company under the FCA's Disclosure Guidance
and Transparency Rules.

 

Daniel Maling, Managing Director of Metals One, commented:

 

"Our vision for Lions Bay Resources is taking shape. Having secured the
cogeneration plant in Newcastle and an initial 30% stake, we are now focused
on closing the Vantage transaction and exercising our Option to go to 49.9% of
LBR.

 

The LBR operating and legal teams in South Africa have worked tirelessly to
progress the Vantage Assets deal and we will continue to work alongside them
and our partner LBI to secure these and other mining assets complementary to
the portfolio.

 

We are very pleased to have attracted the institutional investor support,
transacting at a premium to the recent share price, and providing additional
funding to continue with our gold focused mine development and acquisition
strategy."

 

Notes

(1)Historical resource based on a Competent Persons' Report ("Report") dated
January 1, 2015, prepared by Minxcon Consulting (Pty) Limited and authored by
D van Heerden. B.Eng. (Min. Eng.), M.Comm. (Bus. Admin.), ECSA, FSAIMM, AMMSA.
The Report was prepared in compliance with the South African Code for the
Reporting of Exploration Results, Mineral Resources and Mineral Reserves (July
2009 Amended Edition) ("the SAMREC Code") and the South African Code for the
Reporting of Mineral Asset Valuation (July 2009 Amended Edition) ("the SAMVAL
Code") and Section 12 of the Johannesburg Stock Exchange listing requirements.
Mineral resources that are not mineral reserves do not have demonstrated
economic viability. A qualified person has not done sufficient work to
classify the historical estimate as current mineral resources and the Company
is not treating the historical estimate as a current mineral resource.

 

 

Enquiries:

 

 Metals One Plc                                info@metals-one.com (mailto:info@metals-one.com)

 Daniel Maling, Managing Director              +44 (0)20 7981 2576

 Craig Moulton, Chairman

 Beaumont Cornish Limited (Nominated Adviser)  +44 (0)20 7628 3396

 James Biddle / Roland Cornish
 Oak Securities (Joint Broker)                 +44 (0)20 3973 3678

 Jerry Keen / Calvin Man
 Capital Plus Partners Limited (Joint Broker)  +44 (0)207 432 0501

 Jonathan Critchley
 Vigo Consulting (UK Investor Relations)       IR.MetalsOne@vigoconsulting.com +44 (0)20 7390 0230

 Ben Simons / Fiona Hetherington

 

About Metals One

 

Metals One is pursuing a strategic portfolio of critical and precious metals
projects and investments underpinned by the Western World's urgent need for
reliably and responsibly sourced raw materials - and record high gold prices.
Metals One's shares are listed on the London Stock Exchange's AIM Market
(MET1) and on the OTCQB Venture Market in the United States (MTOPF).

 

Map of Metals One projects/investments

 

Follow us on social media:

LinkedIn: https://www.linkedin.com/company/metals-one-plc/
(https://www.linkedin.com/company/metals-one-plc/)

X: https://x.com/metals_one_PLC (https://x.com/metals_one_PLC)

 

Subscribe to our news alert service on the Investors page of our website at:
https://metals-one.com (https://metals-one.com/)

 

Market Abuse Regulation (MAR) Disclosure

 

The information set out herein is provided in accordance with the requirements
of Article 19(3) of the Market Abuse Regulations (EU) No. 596/2014 which forms
part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018
('MAR').

 

Nominated Adviser

 

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.

 

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