Placement and Share Purchase Plan

Not for release to US wire services or distribution in the United States

Highlights

§  Firm commitments received for a heavily oversubscribed $5.0 million placement

§  Strong support from existing and new Australian and international institutional and sophisticated investors

§  Share Purchase Plan to raise up to an additional $0.5 million to be undertaken

§  Net proceeds from the fundraising to be utilised for an exploration program at Panton, following up on the recent exploration review which highlighted the significant potential for a Ni-Cu-PGE sulphide discovery

§  Net proceeds will also be used to progress a scoping study based on the existing PGM-Ni resource¹ and ongoing metallurgical test work

Future Metals NL ("Future Metals" or the "Company", ASX | AIM: FME), is pleased to announce that it has received firm commitments to subscribe for 40.0 million new fully paid ordinary shares ("Placement Shares") in the Company at a price of $0.125 per share to raise $5.0 million (before expenses) ("Placement"). The Placement includes the issue of one (1) free listed attaching option ("Placement Options") for every three (3) Placement Shares issued with the Placement Options issued on the same terms as the existing listed option class; FMEO, exercisable at a price of $0.10 per share and an expiry date of 11 June 2024. The Placement received strong support from existing and new Australian and international institutional and sophisticated investors.

In conjunction with the Placement, Future Metals will be offering eligible shareholders the opportunity to participate in a Share Purchase Plan ("SPP") on the same terms as the Placement to raise up to an additional $0.5m (before expenses).

Net proceeds from the Placement and the proposed SPP will be utilised on exploration activities to test Panton's significant Ni-Cu-PGE sulphide potential and progress a scoping study based on the existing PGM resource, as well as ongoing metallurgical test work and for general working capital.

Mr Jardee Kininmonth, Managing Director of Future Metals, commented:

"This fundraising enables the Company to engage in a targeted exploration programme to test Panton for significant Ni-Cu-PGE discoveries sitting outside of the current resource area while also ensuring that the Company is fully funded to progress the scoping study on its large existing PGM-Ni resource.

" We appreciate the continued support from existing sophisticated and institutional investors and welcome several new investors to the register. We are pleased to announce a share purchase plan which will enable our valued retail shareholder base the opportunity to participate in the fundraising on the same price and terms as the Placement."

Details of the Placement

The Placement consists of 40.0 million new fully paid ordinary shares to be issued at a price of $0.125 per share to raise a total of $5.0 million before expenses utilising the Company's existing placement capacity under ASX Listing Rules 7.1 (13,333,333 Placement Options) and 7.1A (40,000,000 Placement Shares).

The Issue Price of $0.125 per share represents a discount of:

§  7.4% to the Company's last traded price on 12 August 2022

§  5.9% to the 5-day VWAP; and

§  5.6% to the 30-day VWAP.

The new ordinary shares issued under the Placement will rank equally with the existing ordinary shares on issue. Investors in the Placement will also receive one (1) free attaching Placement Option for every three (3) Placement Shares issued, with the Placement Options exercisable at $0.10 each and an expiry date of 11 June 2024. The Placement Options will be issued on the same terms as the existing listed option class; FMEO, and the Placement Options will be tradeable under the same code.

Euroz Hartleys Limited and CPS Capital Group Pty Ltd acted as Joint Lead Managers to the Placement.

Details of the Share Purchase Plan

In conjunction with the Placement, Future Metals will be offering eligible shareholders the opportunity to participate in a SPP on the same terms as the Placement to raise up to an additional $0.5 million (before expenses). The SPP will be priced at $0.125 per new ordinary share ("SPP Shares") and will also include one (1) free attaching option ("SPP Option") for every three (3) SPP Shares issued, with the SPP Options exercisable at price of $0.10 per share with an expiry date of 11 June 2024.

The SPP will further utilise the Company's existing placement capacity under ASX Listing Rule 7.1 to issue the 4,000,000 SPP Shares and 1,333,333 SPP Options. The SPP will enable Future Metal's retail shareholder base the opportunity to participate pin the fundraising on the same price and terms as the Placement.

The SPP will provide eligible shareholders, being those shareholders who were recorded on the Company's share register at 7.00pm (AEST) on Tuesday, 16 August 2022 with a registered address in Australia, New Zealand or the United Kingdom, with the opportunity to acquire up to $30,000 worth of SPP Shares with a one (1) for three (3) free attaching SPP Option without incurring brokerage or any other transaction costs.

The total amount to be sought under the SPP is $0.5 million (before expenses), however the Board will retain discretion to accept applications over and above this amount, as well as to scale back applications on a pro rata basis. The SPP is expected to close on or around 9 September 2022.

Further details regarding the terms and conditions of the SPP will be set out in a prospectus which is expected to be lodged with ASX on 19 August 2022 and subsequently sent to eligible shareholders.

Indicative Timetable and important dates for the Placement and SPP¹

¹ This timetable is indicative only and subject to change at the discretion of Future Metals, and subject to Listing Rules. All dates are references to Sydney (AEST) time. Unless otherwise stated. Future Metals reserves the right to extend the closing date, accept late applications or withdraw the SPP without prior notice

Admission to trading and total voting rights

Application will be made for quotation of the Placement Shares and Placement Options on the Australian Securities Exchange, and to the London Stock Exchange for admission of the Placement Shares only to trading on AIM ("Admission"). It is expected that Admission will become effective and that dealings in the Placement Shares will commence on AIM at 8.00 a.m. (London time) on or around 24 August 2022.

The number of ordinary shares in issue, and the total voting rights in the Company, on Admission, will be 394,541,183. This figure may be used by shareholders as the denominator for the calculations by which they determine if they are required to notify their interest in, or a change of their interest in, the Company under the notification provisions incorporated into the Company's constitution.

Application will be made for admission of the SPP Shares to trading on AIM following closure of the proposed SPP. 

*All dollar amounts are in Australian dollars unless otherwise indicated.

This announcement has been approved for release by the Board of Future Metals NL.

For further information, please contact:

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 is forms part of United Kingdom domestic law pursuant to the European Union (Withdrawal) Act 2018, as amended.

Notes to Editors:

About the Panton PGM-Ni Project

The 100% owned Panton PGM-Ni Project is located 60kms north of the town of Halls Creek in the eastern Kimberly region of Western Australia, a tier one mining jurisdiction. The project is located on three granted mining licences and situated just 1km off the Great North Highway which accesses the Port of Wyndham (refer to Figure One).

PGM-Ni mineralisation occurs within a layered, differentiated mafic-ultramafic intrusion referred to as the Panton intrusive which is a 12km long and 3km wide, south-west plunging synclinal intrusion. PGM mineralisation is hosted within a series of stratiform chromite reefs as well as a surrounding zone of mineralised dunite within the ultramafic package.

 
Figure One | Panton PGM Project Location 

About Platinum Group Metals (PGMs)

PGMs are a group of six precious metals being Platinum (Pt), palladium (Pd), iridium (Ir), osmium (Os), rhodium (Rh), and ruthenium (Ru). Exceptionally rare, they have similar physical and chemical properties and tend to occur, in varying proportions, together in the same geological deposit. The usefulness of PGMs is determined by their unique and specific shared chemical and physical properties.

PGMs have many desirable properties and as such have a wide variety of applications. Most notably, they are used as auto-catalysts (pollution control devices for ICE vehicles), but are also used in jewellery, electronics, hydrogen production / purification and in hydrogen fuel cells.  The unique properties of PGMs help convert harmful exhaust pollutant emissions to harmless compounds, improving air quality and thereby enhancing health and wellbeing.

NOT AN OFFER

This announcement is for information purposes and is not a prospectus, product disclosure statement or any other offering document under Australian law or the law of any other jurisdiction (and will not be lodged with the Australian Securities and Investments Commission ("ASIC") or any foreign regulator). The information does not and will not constitute or form part of an offer, invitation, solicitation or recommendation in relation to the subscription, purchase or sale of securities in any jurisdiction and neither this announcement nor anything in it shall form any part of any contract for the acquisition of Future Metals securities. The distribution of this announcement in jurisdictions outside Australia may be restricted by law and you should observe any such restrictions.

NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OF AMERICA

This announcement has been prepared for publication in Australia and may not be released to US wire services or distributed in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 ("US Securities Act") and may not be offered or sold in the United States except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws.