REG - Metals One PLC - Loan to Support Lions Bay Capital Opportunities

Metals OneAnnouncement

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RNS Number : 5612M  Metals One PLC  23 December 2025

23 December 2025

 

Metals One Plc

("Metals One" or the "Company")

 

New Loan to Support Lions Bay Capital Opportunities

 

Metals One (AIM: MET1, OTCQB: MTOPF), a critical and precious metals
exploration and development company, is pleased to announce it has signed a
binding term sheet to lend an additional C$4.0 million to Lions Bay Capital
Inc. ("Lions Bay Capital") (TSX-V: LBI) by way of promissory note ("Loan")
bearing interest at a rate of 20% per annum. Metals One originally invested
C$750,000 in equity in Lions Bay Capital on 29 August 2025 for a 19.1%
shareholding. Since then, on 27 November 2025, Metals One announced an
investment of up to US$1.8 million through a convertible loan note in Lions
Bay Capital's South African joint venture, Lions Bay Resources ("LBR"), as
further detailed below.

 

Lions Bay Capital is a Toronto-listed mining finance and investment company
focused on unlocking the potential of resource assets with a strategic
emphasis on gold. Led by a team with a track record of value creation, Lions
Bay Capital is guided by Executive Chairman John Byrne, the architect and
former Executive Chairman of Western Canadian Coal, which had an initial
market capitalisation of C$50 million when he started, and was sold for over
C$3 billion in 2010.

 

Through its leadership team, Lions Bay Capital has secured several exceptional
near-term investment opportunities including, inter alia:

 

·    An option over a cogeneration plant in South Africa (through LBR) to
produce power and steam while roasting refractory gold concentrates:

·    and the accelerated development of a large-scale brownfield
gold-copper project in Peru (through its investee company Fidelity Minerals
Corp. (TSX-V: FMN) in which Metals One also has a 12.47% shareholding).

 

The Metals One Loan is designed to enable Lions Bay Capital to advance these
and other opportunities.

 

Key Terms of the Loan

 

The Loan is to be advanced by Metals One to Lions Bay on the following terms:

 

·    C$4.0m to be advanced

·    Proceeds to be applied to investment and working capital purposes

·    20% interest per annum, payable in arrears

·    Full repayment of principal and interest required after a period of
12 months

·    Loan prepayment by Lions Bay is permitted in part or in full at any
time without penalty

·    Loan agreement, to follow, will contain terms and conditions
customary for a transaction of this size and nature including market standard
warranties, representations and undertakings from Lions Bay to the Metals One,
market standard events of default and material adverse change provisions
("Loan Agreement")

 

The Loan will be secured by first ranking security in favour of Metals One in
respect of Lions Bay's holdings below.

 

·    16,901,506 common shares in Fidelity Minerals Corp.

·    499 ordinary shares in LBR

·    Loan accounts to LBR

·   US$2.2 million debt owed from GNT Mining (private mining investment
company and majority shareholder in Bosveld Mines, which operates the Klipwal
gold mine in KwaZulu-Natal, South Africa)

 

The conditions precedent and/or subsequent for the drawdown of the Loan are as
below.

 

·    First ranking security, in agreed form, having been granted to Metals
One

·    Warranties and representations set out in the Loan Agreement remain
true and accurate in all respects

·    Lions Bay Capital having obtained shareholder, board and stock
exchange approval, as required

·    The parties having entered into the Loan Agreement, in agreed form

 

Lions Bay Capital was established in April 2010. For the 3 months ended 31
August 2025, Lions Bay Capital reported no revenue, a loss of C$85,883 and net
assets of C$1,517,967.

 

Daniel Maling, Managing Director of Metals One, commented:

 

"Lions Bay Capital has access under its umbrella to two of the most compelling
precious and critical minerals opportunities we have seen for a long time.
Through advancing the Loan, Metals One, can enable Lions Bay Capital to unlock
these opportunities without delay and create significant value for its
shareholders including Metals One.

 

At the same time, Metals One remains well financed with over £10 million in
cash and liquid investments. Our network and access to capital enables us to
facilitate opportunities such as this. We look forward to providing further
updates on the growth opportunities with Lions Bay Capital in the coming
months."

 

John Byrne, Executive Chairman of Lions Bay Capital, commented:

 

"The Metals One Loan enables Lions Bay Capital to move swiftly to bring
opportunities to fruition. Our immediate objectives include positioning Lions
Bay Resources to become a vertically integrated South African gold company and
supporting Fidelity Minerals Corp. to confirm and expand a significant
historic gold resource in Peru. With its investments in Lions Bay Capital and
our portfolio companies, Metals One is front and centre of these
opportunities."

 

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

 Ben Simons / Fiona Hetherington               +44 (0)20 7390 0230

 

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 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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