REG - Tungsten West PLC - Convertible Loan Note Conversion

Tungsten WestAnnouncement

02/01/2026 07:00

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RNS Number : 4023N  Tungsten West PLC  02 January 2026

2 January 2026

Tungsten West Plc

 

("Tungsten West" or the "Company")

 

Convertible Loan Note Conversion

 

Further to the Company's announcement of 9 December 2025, Tungsten West
(AIM:TUN), the mining company focussed on restarting production at the
Hemerdon tungsten and tin mine ("Hemerdon" or the "Project") in Devon in the
UK, is pleased to confirm that, on 31 December 2025, the Company completed a
partial conversion of the 2023 Convertible Loan Notes (as amended and restated
on 1 July 2025) (the "Notes") ("Conversion") at a price of 3 pence per
ordinary share of 1 pence each in the capital of the Company ("Ordinary
Shares"), issuing 584,831,728 new Ordinary Shares to Noteholders (the
"Conversion Shares").

As set out in the Company's announcement of 9 December 2025, any conversion of
the Notes that would result in an obligation under Rule 9 of the City Code on
Takeovers and Mergers (the "Code") is prohibited without written consent from
the relevant noteholder(s), and a Rule 9 waiver in respect of the Notes is not
available in the circumstances, therefore the Company has restricted the
number of new Ordinary Shares issued to Lansdowne Partners (UK) Ltd
("Lansdowne") and to the two key members of the Drakewood Concert Party (as
described in more detail below), such that each holds approximately 29.90% of
the Company's issued share capital immediately following the Conversion.

Accordingly, following the Conversion, there remains a total of £12.9 million
Notes outstanding including accrued interest to 31 December 2025, held by
Lansdowne (£8.7 million), Drakewood Investments Limited (£1.9 million) and
Henry Maxey (£2.2 million) (the "Outstanding Notes"). The parties have agreed
that the Outstanding Notes will remain outstanding but accrue no further
interest (subject to a long stop of 31 March 2026) and be settled via the
issue of a separate non-voting class of B-Shares, subject to shareholder
approval of this new class of capital at a forthcoming general meeting, as
previously announced.

A further announcement will be made in due course to confirm the date and time
of the general meeting.

Resultant shareholdings of Lansdowne and the Drakewood Concert Party

The Drakewood Concert Party comprises Drakewood Investments Limited, David
Lilley, Henry Maxey, Godolphin Minerals Limited, Mark Thompson and Andrew
Monk. Following the issuance of the Conversion Shares the shareholdings of
Lansdowne and the individual members of the Drakewood Concert Party will be as
follows:

 Shareholder                                   Ordinary Shares held prior to Conversion  Conversion Shares issued  Resultant holding of Ordinary Shares  % of total voting rights
 Lansdowne Partners (UK) Ltd                   16,666,666                                215,124,185               231,790,851                           29.90%
 Drakewood Concert Party                       23,537,619                                208,253,231               231,790,850                           29.90%
 Drakewood Investments Limited / David Lilley  6,506,382                                 84,438,895                90,945,277                            11.73%
 Henry Maxey                                   13,782,089                                100,196,491               113,978,580                           14.70%
 Godolphin Minerals Limited                    -                                         18,310,502                18,310,502                            2.36%
 Mark Thompson                                 3,249,148                                 3,662,100                 6,911,248                             0.89%
 Andrew Monk                                   -                                         1,645,243                 1,645,243                             0.21%

 

Admission of Conversion Shares

The 584,831,728 Conversion Shares will rank pari passu with the existing
Ordinary Shares and application will be made for the new Ordinary Shares to be
admitted to trading on AIM ("Admission"). It is expected that Admission will
become effective and dealings in the new Ordinary Shares will commence at 8.00
a.m. on or around 6 January 2026.

 

Total Voting Rights

Upon Admission, the Company's issued ordinary share capital will consist of
775,220,231 Ordinary Shares with one voting right each. The Company does not
hold any Ordinary Shares in treasury, therefore the total number of Ordinary
Shares and voting rights in the Company on Admission will be 775,220,231. With
effect from Admission, 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 to their interest in,
the share capital of the Company under the FCA's Disclosure Guidance and
Transparency Rules.

 

For further information, please contact:

 

Enquiries

 

 Tungsten West                                                              Strand Hanson

 Jeff Court                                                                 (Nominated Adviser and Financial Adviser)

 Tel: +44 (0) 1752 278500                                                   James Spinney / James Dance / Abigail Wennington

 Phil Povey                                                                 Tel: +44 (0) 207 409 3494

 Tel: +44 (0) 1752 278500

 BlytheRay                                                                  Hannam & Partners

 (Financial PR)                                                             (Financial Adviser and Broker)

 Tim Blythe / Megan Ray                                                     Andrew Chubb / Matt Hasson / Jay Ashfield

 Tel: +44(0) 20 7138 3204                                                   +44 (0)20 7907 8500

 Email:  tungstenwest@blytheray.com (mailto:tungstenwest@blytheray.com)

 

Follow us on X @TungstenWest

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