The information contained within
this announcement is deemed to constitute inside information as
stipulated under the retained EU law version of the Market Abuse
Regulation (EU) No. 596/2014 (the "UK MAR") which is part
of UK law by virtue of the European
Union (Withdrawal) Act 2018. The information is disclosed in
accordance with the Company's obligations under Article 17 of
the UK MAR. Upon the publication of this announcement,
this inside information is now considered to be in the public
domain.
FIRST CLASS METALS
PLC
22 February
2024
Share
Placing
First Class Metals PLC ("First Class Metals" "FCM" or the
"Company") the UK listed metals
exploration company seeking economic metal discoveries across its
extensive Canadian Schreiber-Hemlo, Sunbeam and Zigzag land
holdings, is pleased to announce the
completion of a private placing of a total of 3,700,000 ordinary
shares of 0.1p each ("Ordinary Shares") at a price of 4.5p (the
"Placing Shares") with a single existing private investor
("Investor") raising £166,500 (the "Placing").
The Placing price of 4.5p represents
an 10% premium to the middle market price of Ordinary Shares at the
close of business 21 February 2024
Director's-Stock Lending
Agreement
The Company does not presently have
sufficient headroom to enable the issue and admission of the
Placing Shares which are required to be issued pursuant to the
Placing without the production of an FCA approved prospectus. The
Company is therefore proposing that the Executive
Chairman, James Knowles, transfers to the Company by way of a
loan such number of Ordinary Shares held by Mr Knowles as are equal
to, in aggregate, to the Placing Shares within the terms of the
existing share loan agreement (the "Share Lending Agreement"), to facilitate the
placing of the Placing Shares by the Company. This loan involves no
consideration being paid or security granted to James
Knowles.
The transfer of the Placing Shares
to the Investor is expected to be completed on or around 29
February 2024.
The Share Lending Agreement provides
for the allotment of an aggregate of 3,700,000 new Ordinary Shares
to James Knowles by 30 June 2024 to replace the
shares loaned under the terms of the Share Lending Agreement.
Application will be made to the LSE and FCA for the admission of
the Ordinary Shares to be issued to Mr Knowles at the appropriate
time.
No further fees over and above the
amount charged by the directors in the announcement of the 24
November 2023 will be paid.
Related Party Transaction
James Knowles is a director of
the Company. The Share Lending Agreement is considered to be a
material related party transaction (the "Related Party
Transaction").
Marc Sale, Marc
Bamber and Andrew Williamson, being the independent
directors for the purpose of this Related Party Transaction
consider that the terms and conditions are fair and reasonable
insofar as the shareholders of the Company are
concerned.
Total Voting Rights
The total number of voting rights in
the Company remains unchanged. The figure of 82,045,729 may be used
by shareholders in the Company as the denominator for calculations
to determine if they have a notifiable interest in the share
capital of the Company under the Disclosure Guidance and
Transparency Rules, or if such interest has changed.
Ends
For further information, please
contact:
Novum
Securities Limited
(Financial
Adviser)
|
David Coffman/ George Duxberry
|
www.novumsecurities.com
|
(0)20 7399 9400
|
