REG - Shuka Minerals PLC - CCPC Authorisation, Acquisition and Funding Update

Shuka MineralsAnnouncement

12/06/2025 07:00

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RNS Number : 4610M  Shuka Minerals PLC  12 June 2025

12 June 2025

Shuka Minerals Plc

("Shuka" or the "Company")

CCPC Final Authorisation

Acquisition Share Consideration and Funding Update

Extension to Complete Transaction

 

Further to its announcement of 4 June 2025, Shuka Minerals Plc (AIM: SKA), the
African-focused mining and exploration company, is pleased to confirm that it
was informed yesterday that final authorisation has been approved by the Board
of Commissioners of the Competition and Consumer Protection Commission
("CCPC"), for the proposed acquisition of a 100% interest in Zambian mining
and exploration company, Leopard Exploration and Mining Limited ("LEM"), which
owns the Kabwe Zinc Mine ("Kabwe Mine") located in central Zambia (the
"Acquisition").

Accordingly, upon receipt of the CCPC's final approval letter, all regulatory
approvals will have been received, and regulatory conditions precedent
satisfied, in relation to the Acquisition.

The Company also notes that it has agreed terms on a £1.5 million
non-dilutive and unsecured facility, subject to completion of the Company's
due diligence and signing of definitive funding documentation, to provide
funding for the $1.35m balance of cash consideration due to the LEM vendors.

Following receipt of the final regulatory approval noted above, the Company
has agreed the terms of an addendum to the share purchase agreement ("SPA"),
notified on 13 December 2024, whereby the principal LEM vendors have agreed
that the share consideration for the Acquisition, being $3.0 million, shall be
settled on completion of the Acquisition through the issue of 28,640,042 new
ordinary Shuka shares ("Consideration Shares"), with no deferred consideration
shares, equivalent to an issue price of 7.737p per share (being a 10% discount
to an agreed reference price of 8.5965p under the terms of the SPA), a
significant premium to the current market price.

The Consideration Shares will represent, upon issue, 29.99% of the Company's
enlarged issued share capital.

As compensation for the issuance of the Consideration Shares upon completion,
with no deferred consideration shares, the Company has agreed to issue LEM
with a further 2,000,000 warrants with an exercise price of 12.5p and expiry
date of  31 December 2027, subject to the LEM vendors not holding post
exercise, in aggregate, over 29.99% of the Total Voting Rights.

Consequently, to allow for the SPA addendum and funding documentation to be
finalised, the Company has agreed with the LEM vendors to extend the
completion date of the Acquisition to no later than 30 June 2025.

Further updates will be made in due course.

 

Richard Lloyd, CEO, said:

"This is a huge milestone and one which the market, shareholders and all
stakeholders in Shuka have been waiting for. I must thank the entire team for
their diligent efforts in getting us to this point, and we look forward to
completing this acquisition and thereafter progressing the Kabwe and Rukwa
projects to realise their full potential."

 

By Order of the Board

 

ENDS

 

About Shuka Minerals:

Shuka Minerals plc, is a dynamic and innovative mining and development
company, committed to exploring and harnessing Africa's mineral resources.
Shuka's focus lies in the acquisition and development of valuable minerals,
aiming to contribute to the sustainable growth and development of local
communities.

 

Shuka has an operating coal mine in Tanzania, which capacity is under
consideration for upgrading by management depending on funding and strategic
direction. Shuka is also considering projects in Zambia, South Africa, and
other African countries that are rich in copper, lead, and zinc.

 

The Company has signed a conditional Share Purchase Agreement, and subsequent
addendum, with Leopard Exploration and Mining Limited ("LEM") to acquire 100%
of LEM's share capital. LEM is the registered holder of a large-scale mining
license 12848-HQ-LML issued in December 2014 for a period of 25 years, and
which includes the historical Kabwe Zinc Mine ("Kabwe Mine") located in
central Zambia, approx. 110km north of the capital city of Lusaka.

 

The Kabwe Mine, was previously operated by Anglo American plc and Zambia
Consolidated Copper Mines Limited, and was mined continuously for 88 years
until its closure in 1994, due to the then current commodity prices. It was
ranked as one of the world's highest-grade zinc and lead mining operations and
is considered one of the famous mines in Africa, holding a position of
national economic importance in Zambia.

 

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 United Kingdom domestic law by virtue of
the European Union (Withdrawal) Act 2018, as amended by virtue of the Market
Abuse (Amendment) (EU Exit) Regulations 2019.

 

For Enquiries:

 Shuka Minerals Plc                      +44 (0) 7990 503007

 Richard Lloyd - CEO
 Strand Hanson Limited                   +44 (0) 20 7409 3494

 Financial and Nominated Adviser

 James Harris | Richard Johnson
 Tavira Securities Limited               +44 (0) 20 7100 5100

 Joint Broker

 Oliver Stansfield | Jonathan Evans
 Peterhouse Capital Limited              +44 (0)20 7469 0930

 Joint Broker

 Charles Goodfellow | Duncan Vasey
 Investor Relations                      +254 746 849 110

 Faith Kinyanjui Mumbi
 AcaciaCap Advisors Proprietary Limited  +27 11 480 8500

 JSE Sponsor

 Michelle Krastanov

 

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