REG - Rome Resources PLC - Proposed Equity Fundraise

Rome ResourcesAnnouncement

26/11/2025 07:00

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RNS Number : 9944I  Rome Resources PLC  26 November 2025

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO
CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION
(EU) NO. 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW PURSUANT TO THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED. UPON THE PUBLICATION OF
THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS
CONSIDERED TO BE IN THE PUBLIC DOMAIN.

THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE
UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR NEW
ZEALAND OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

 

26 November 2025

 

Rome Resources plc

("Rome Resources", the "Company" or the "Group")

 

Proposed equity fundraise

 

Rome Resources (AIM: RMR), the DRC-focused tin and copper
explorer, following the recently announced £1.9 million fundraise, announces
its intention to conduct a further fundraising to raise gross proceeds of
£200,000 through a placing (the "Placing") of 100,000,000 new ordinary shares
("Placing Shares") of 0.1 pence each in the share capital of the Company
("Ordinary Shares"), primarily to JLE Group ("Placees") at an issue price of
0.2 pence per new Ordinary Share (the "Placing Price").

 

The placees in the Placing will, upon Admission (as defined below) be issued
with one warrant to subscribe for one new Ordinary Share for every Placing
Share, with each Warrant entitling the holder to acquire one new Ordinary
Share at a price of 0.4 pence at any time in the three-year period from
issue (the "Warrants"). The Warrants are non-transferable by the holders
without the prior consent of the Company.  The Warrants will be in
certificated form and none of the Warrants will be admitted to trading on AIM
or any other stock exchange.

 

The issue of Warrants will be subject to the passing of the Resolutions by the
requisite majority of shareholders at the general meeting of the Company
("General Meeting"). A notice convening the General Meeting will be posted to
shareholders in due course.

 

Paul Barrett, Chief Executive Officer of Rome, commented:

"This support from JLE provides funding for any additional work the Company
wishes to undertake associated with the upcoming drilling programme on Bisie
North. Management is looking forward to commencing operations soon and will
provide regular updates of its progress and results."

 

Placing highlights

 

·      A Placing to raise £200,000 (before expenses) at the Placing
Price of 0.2p pence per Placing Share.

 

·      Zeus Capital Limited ("Zeus") is acting as Bookrunner in
respect of the Placing.

 

·      The Placing Price represent a premium of 10.5 per cent. to the
closing mid-market price of 0.181 pence per Ordinary Share on 25 November
2025 (the "Closing Price"), being the latest practicable business day prior to
the publication of this Announcement.

 

·      The Placing will be conducted utilising the Company's existing
share authorities to issue and allot securities on a non-pre-emptive basis,
granted at the general meeting of the Company on 30 July 2025.

 

·      Issue of the Warrants will be subject to a General Meeting. A
notice convening the General Meeting will be posted to shareholders in due
course.

 

Use of Proceeds

 

Contingent Additional Drilling on the Kalayi and Mont Agoma tin discoveries in
the DRC.

 

 

Further details of the Placing

 

It is expected that the Placing will result in the issue of a minimum of
100,000,000 new Ordinary Shares at the Placing Price, raising a minimum of
£200,000 before expenses for the Company.

 

An investment by JLE Group Limited represents the majority of the Placing
book.

 

Pursuant to a placing agreement dated 25 November 2025 between Zeus and the
Company (the "Placing Agreement"), Zeus has conditionally agreed, as agent on
behalf of the Company, to use its reasonable endeavours to procure subscribers
for the Placing Shares. The Placing Agreement contains customary warranties,
indemnities and undertakings from the Company in favour of the Bookrunner.

 

The Company also intends to issue warrants to subscribe for 100,000,000 new
Ordinary Shares ("Broker Warrants") to the Bookrunners. The Broker Warrants
are exercisable at 0.4 pence per Broker Warrant for a period of three years
from the date of Admission (as defined below). The Broker Warrants will not be
admitted to trading on AIM or any other stock exchange.

 

The new Ordinary Shares, when issued, will be credited as fully paid and
will rank pari passu in all respects with each other and with the existing
Ordinary Shares including, without limitation, the right to receive all
dividends and other distributions declared, made or paid on or after the date
of issue.

 

The Placing is not being underwritten by Zeus or any other person.

 

Admission to trading on AIM

 

Application will be made to the London Stock Exchange plc for admission of the
Placing Shares and a further 2,500,000 shares to be issued to Zeus in respect
of its broking services, to trading on AIM ("Admission"). Admission is
expected to occur on or around 1 December 2025 or such later time and/or date
as the Bookrunners and the Company may agree (being in any event no later than
8.00 a.m. on 19 December 2025).

 

The times and dates set out throughout this Announcement may be adjusted by
the Company in which event the Company will make an appropriate announcement
to a Regulatory Information Service giving details of any revised times and
dates which will also be notified to the London Stock Exchange and, where
appropriate, shareholders of the Company. Shareholders of the Company may not
receive any further written communication. References to times in this
Announcement are to the time in London, UK unless otherwise stated.

 

For further information, please contact:

 

 

 Investor questions on this announcement                       https://romeresources.com/s/5b5af1 (https://romeresources.com/s/5b5af1)

 We encourage all investors to share questions

 on this announcement via our investor hub

 Rome Resources Plc                                            Tel. +44 (0)20 3143 6748

 Paul Barrett, Chief Executive Officer

 Allenby Capital Limited (Nominated Adviser and Joint Broker)  Tel. +44 (0)20 3328 5656

 John Depasquale / Vivek Bhardwaj (Corporate Finance)

 Joscelin Pinnington (Sales & Corporate Broking)

 Zeus Capital Limited (Bookrunner)                             Tel: +44 (0)20 3829 5000

 James Bavister (Investment Banking)

 Simon Johnson (Corporate Broking)

 OAK Securities (Joint Broker)                                 Tel. +44 (0)20 3973 3678

 Jerry Keen, Head of Corporate Broking

 Henry Clarke, Head of Sales

 Camarco (Financial PR)                                          Tel. +44 (0)20 3757 4980

 Gordon Poole / Sam Morris

Subscribe to our news alert service: https://romeresources.com/auth/signup
(https://romeresources.com/auth/signup)

 

 

Forward Looking Statements

 

This announcement includes statements that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements can be
identified by the use of forward-looking terminology, including the terms
"believes", "estimates", "plans", "anticipates", "targets", "aims",
"continues", "expects", "intends", "hopes", "may", "will", "would", "could" or
"should" or, in each case, their negative or other variations or comparable
terminology. These forward-looking statements include matters that are not
facts. They appear in a number of places throughout this announcement and
include statements regarding the Directors' beliefs or current expectations.
By their nature, forward-looking statements involve risk and uncertainty
because they relate to future events and circumstances. Investors should not
place undue reliance on forward-looking statements, which speak only as of the
date of this announcement.

 

Notice to overseas persons

 

This announcement does not constitute, or form part of, a prospectus relating
to the Company, nor does it constitute or contain any invitation or offer to
any person, or any public offer, to subscribe for, purchase or otherwise
acquire any shares in the Company or advise persons to do so in any
jurisdiction, nor shall it, or any part of it form the basis of or be relied
on in connection with any contract or as an inducement to enter into any
contract or commitment with the Company.

 

This announcement is not for release, publication or distribution, in whole or
in part, directly or indirectly, in or into Australia, Canada, Japan or
the Republic of South Africa or any jurisdiction into which the publication
or distribution would be unlawful. This announcement is for information
purposes only and does not constitute an offer to sell or issue or the
solicitation of an offer to buy or acquire shares in the capital of the
Company in  Australia, Canada, Japan, New Zealand, the Republic of South
Africa or any jurisdiction in which such offer or solicitation would be
unlawful or require preparation of any prospectus or other offer documentation
or would be unlawful prior to registration, exemption from registration or
qualification under the securities laws of any such jurisdiction.  Persons
into whose possession this announcement comes are required by the Company to
inform themselves about, and to observe, such restrictions.

 

This announcement is not for publication or distribution, directly or
indirectly, in or into the United States of America.  This announcement is
not an offer of securities for sale into the United States.  The securities
referred to herein have not been and will not be registered under
the U.S. Securities Act of 1933, as amended, and may not be offered or sold
in the United States, except pursuant to an applicable exemption from
registration.  No public offering of securities is being made in the United
States.

 

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