REG - Metals One PLC - Settlement with 80 Mile & Issue of Equity

Metals OneAnnouncement

08/07/2025 07:00

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RNS Number : 0756Q  Metals One PLC  08 July 2025

8 July 2025

 

Metals One Plc

("Metals One" or the "Company")

 

Settlement Agreement with 80 Mile PLC,

Issue of Equity

&

TVR

Metals One Plc (AIM: MET1), a minerals exploration and development company,
provides the following information in relation to a settlement agreement with
80 Mile PLC, the issue of Consideration Shares in respect of the acquisition
of the Uravan Uranium-Vanadium Project in Colorado, and the issue of equity
pursuant to warrant exercise notices.

Settlement Agreement with 80 Mile PLC

Metals One announces it has agreed terms with 80 Mile PLC (AIM: 80M) ("80
Mile") whereby the Company will:

·    terminate the 2025 conditional acquisition of FinnAust Mining Finland
Oy from 80 Mile (announced on 19 March 2025), which holds certain licences
comprising the Hammaslahti Copper-Zinc Project and Outokumpu Copper Project
and in Finland; and

·    Remove a future obligation to pay 80 Mile 2,000,000 Deferred
Consideration Shares (as set out in the Company's AIM Admission Document) in
connection with the 2023 acquisition of FinnAust Mining Northern Oy, which
holds the Black Schist Project in Finland ("Settlement Agreement").

The Company will not therefore continue with the acquisition of the
Hammaslahti or Outokumpu projects in favour of prioritising exploration
expenditure for other projects including in the USA where the Company has
secured strategic footholds in prolific uranium and gold regions.

Background

 

In July 2023, Metals One acquired the entire issued share capital of FinnAust
Mining Northern Oy ("FinnAust Northern") from 80 Mile (the "2023 FinnAust
Transaction"). FinnAust Northern holds Metals One's Black Schist Project in
Finland with a 57.1 Mt nickel-copper-cobalt-zinc JORC Inferred Resource
adjacent to one of Europe's largest nickel producers. As set out in the
Company's AIM Admission Document dated 25 July 2023 (available on the
Company's website at https://metals-one.com/investors/#news
(https://metals-one.com/investors/#news) ), 2,000,000 Deferred Consideration
Shares and would have become payable by Metals One to 80 Mile in the future
("FinnAust Deferred Consideration Shares").

 

Separately, in March 2025, Metals One also entered into an agreement with 80
Mile for the conditional acquisition of the entire issued share capital of
FinnAust Mining Finland Oy ("FinnAust Mining Finland") from 80 Mile (the "2025
FinnAust Transaction"). FinnAust Mining Finland holds certain licences
comprising the Hammaslahti Copper-Zinc Project and Outokumpu Copper Project
and in Finland.

 

Pursuant to the Settlement Agreement and the payment to 80 Mile of £150,000
cash and costs incurred in connection with the 2025 FinnAust Transaction, the
parties have agreed to terminate the 2025 FinnAust Transaction and also for no
further consideration to be payable to 80 Mile in respect of the 2023 FinnAust
Transaction (including the 2,000,000 FinnAust Deferred Consideration Shares
that Metals One would have had to issue).

 

Accordingly, Metals One is not continuing with the intended acquisition of the
Hammaslahti Copper-Zinc Project and Outokumpu Copper Project and in Finland
but retains its 93.75% interest in the Black Schist Project in Finland, which
the Directors believe offers excellent optionality in a future recovery of the
nickel price as evidenced by the Preliminary Economic Assessment announced on
31 January 2025.

 

Furthermore, 80 Mile is no longer entitled to appoint a Director to the Board
of Metals One and therefore the Company will not continue with the appointment
of Olga Solovieva as announced on 17 April 2025. 80 Mile is no longer a
shareholder in the Company following the disposal of its shares as notified on
16 May 2025.

 

Craig Moulton, Chairman of Metals One, commented:

 

"We've looked at our portfolio and opportunities and determined where we want
to direct capital with a view to maximising nearer term value for
shareholders. For a relatively small sum we've been able to terminate the
Hammaslahti and Outokumpu project acquisitions, removing the future 10% equity
dilution (of the enlarged structure), the ongoing capital commitments that
would have occurred from completing that transaction and the obligation to pay
anything further in respect of the Black Schist Project we acquired in 2023.

 

For the avoidance of doubt, although our near-term exploration expenditure is
being prioritised towards exceptional early-stage uranium and gold
opportunities in the USA, where the environment is ripe for new domestic
discoveries, we remain committed to our European projects which offer
compelling leverage to a rising nickel price in the longer term."

 

Issue of Equity

 

Consideration Shares for Uravan Uranium-Vanadium Project acquisition

 

Further to the announcement on 2 July 2025, Metals One confirms it has issued
the 500,000 new ordinary shares in the Company ("Consideration Shares") in
consideration for the acquisition of the Uravan Uranium-Vanadium Project in
Colorado. As announced on 24 April 2025, the Consideration Shares have been
issued at a 5% discount to the five-day volume weighted average price per
ordinary share in the Company for the five days immediately preceding the
signing of the term sheet, being 19.0363 pence per share.

 

Warrants exercise

 

Metals One announces it has received notice of the exercise of Cash Warrants,
issued pursuant to the Equity Fundraise announced on 31 January 2025, over a
total of 1,000,000 ordinary shares in the Company (the "Warrant Shares") at 2
pence per share.

 

Application has been made for the admission of the Warrant Shares to trading
on AIM ("Warrant Shares Admission") pursuant to the authorities approved by
shareholders at the General Meeting on 25 March 2025. The Warrant Shares will
rank pari passu with the existing ordinary shares and it is expected that the
Warrant Shares Admission will become effective at 8.00 a.m. on 9 July 2025.

 

Application has also been made for the admission of the Consideration Shares
to trading on AIM ("Consideration Shares Admission"). The Consideration Shares
will rank pari passu with the existing ordinary shares and it is expected that
the Consideration Shares Admission will become effective at 8.00 a.m. on 11
July 2025.

 

Following the Warrant Shares Admission and Consideration Shares Admission, the
Company's issued share capital will consist of 281,547,750 ordinary shares
with voting rights. Metals One does not hold any ordinary shares in treasury.
This figure of 281,547,750 may be used by shareholders in the Company as the
denominator for the calculations by which they will determine if they require
to notify their interest in, or a change to their interest in, the share
capital of the Company under the UK Financial Conduct Authority's Disclosure
Guidance and Transparency Rules.

 

 

Enquiries:

 

 Metals One Plc                                              via Vigo Consulting

 Jonathan Owen, Chief Executive Officer

 Craig Moulton, Chairman

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

 James Biddle / Roland Cornish

 www.beaumontcornish.com (http://www.beaumontcornish.com/)

 Capital Plus Partners Limited (Joint Broker)                +44 (0)207 432 0501

 Jonathan Critchley

 https://www.capplus.co.uk/ (https://www.capplus.co.uk/)

 Vigo Consulting (UK Investor Relations)                     +44 (0)20 7390 0230

 Ben Simons / Kendall Hill / Anna Stacey                      IR.MetalsOne@vigoconsulting.com (mailto:IR.MetalsOne@vigoconsulting.com)

 Fairfax Partners Inc (North America Investor Relations)     +1 604 366 6277

 connect@fairfaxpartners.ca

 

About Metals One

 

Metals One is pursuing a strategic portfolio of critical and precious metals
projects(*) in low-risk jurisdictions, underpinned by the Western World's
urgent need for reliably and responsibly sourced raw materials, and record
high gold prices.

 

Our commodity exposure(*) includes gold, uranium, vanadium, copper, nickel,
cobalt, zinc, and platinum group metals.

 

Our most advanced project is the Black Schist Project in Finland with a 57.1
Mt nickel-copper-cobalt-zinc JORC Inferred Resource adjacent to one of
Europe's largest nickel producers.

 

Our project portfolio(*) spans the USA, Finland and Norway.

 

Metals One's shares are listed on the London Stock Exchange's AIM Market
(MET1).

 

(*)Includes projects for which acquisition terms have been agreed pending
completion.

 

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 below 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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