Acquisition of Stake in Evolution Energy Minerals

5 September 2025 

Metals One Plc

("Metals One" or the "Company")

Acquisition of Stake in Evolution Energy Minerals and Part-Underwriting of Rights Issue

Strategic investment in a large, high-grade mineral resource potential Tanzania graphite project

Metals One (AIM: MET1), a critical and precious metals exploration and development company, is pleased to announce it has acquired a strategic shareholding in Evolution Energy Minerals Ltd (ASX: EV1) ("Evolution") and agreed to underwrite part of Evolution's current Rights Issue.

Evolution's primary project is the large, development-ready, high grade mineral resource potential Chilalo Graphite Project in Tanzania ("Chilalo"), supported by binding offtake agreements covering more than 90% of production.

Transaction Summary

·    Market purchase of 37,900,000 million Evolution shares from Marvel Gold Limited (ASX:MVL) at A$0.011 per share, representing a premium of 10% to the Rights Issue price (see below), for total consideration of A$416,900 (approximately £202,000) ("Share Purchase") resulting in an initial 10.45% shareholding in Evolution

·    Metals One will underwrite a portion of Evolution's announced Rights Issue at A$0.01 up to A$530,000 (approximately £257,000) (the "Underwriting") of the fully underwritten A$1.45 million total Rights Issue

·    Following completion of the Share Purchase and Underwriting, and noting that the Company will not hold rights as a shareholder in the Rights Issue, Metals One will hold up to approximately 88 million Evolution shares representing approximately 17.37% of Evolution's enlarged issued share capital

Strategic Rationale

·    Exposure to a Development-Ready Graphite Project: Evolution owns the Chilalo Graphite Project in Tanzania, which has a post-DFS NPV₈ of A$518 million and IRR of 32%, supported by binding offtake agreements covering more than 90% of production

·    Positioning in Critical Minerals: investment broadens Metals One's portfolio beyond its existing uranium, nickel, copper, PGE and gold exposure, adding graphite - a mineral of growing strategic importance amid U.S. tariffs on Chinese supply and Chinese export controls

·    Supportive Shareholder Base: Evolution is backed by ARCH Sustainable Resources Fund, which holds 25%

Chilalo Graphite Project Opportunity

Chilalo is situated in the Nachingwea property, an approximately 5,400 km² tenement area in south-eastern Tanzania. The deposit boasts a world-leading flake size, meaning that the graphite could potentially be used for high-performance applications such as batteries and thermal systems due to its superior properties. Geologically, the deposit lies within the Mozambique Mobile Belt, sharing structural similarity with other major graphite operations like Syrah Resources Ltd's (ASX: SYR) Balama Project and Ryzon Materials Ltd's (ASX: MNS) Nachu Project.

Chilalo benefits from near-surface graphite mineralisation (within 100m) hosted in felsic gneiss and amphibolites. It has a total JORC Indicated and Inferred Resource of 67.3 Mt @ 5.4% TGC for 3.7 Mt of graphite. Significant exploration upside potential exists with new high-grade zones discovered in 2023 at Chilalo East and Chilalo E2.

Evolution is actively engaged with industry development funds, development banks and technical partners, including YXGC (the world's leading expandable graphite processor) and BTR New Material Group (a leading battery anode producer), to fund and develop Chilalo.

Metals One believes that Chilalo represents one of the few advanced graphite projects positioned to supply ex-China markets, underpinned by strong ESG credentials, government support in Tanzania, and significant exploration upside including copper-lead-zinc targets.

Jonathan Owen, CEO of Metals One, commented:

"Securing a strategic stake in Evolution provides Metals One shareholders with exposure to a high-quality development-ready graphite project at a highly attractive entry point. The Chilalo project has robust economics, binding offtake agreements with tier-one partners, and sits within a rapidly tightening global graphite supply chain. We believe Chilalo has multi-decade mine life potential with scope to expand resources through near-surface discoveries.

I have direct experience of operating in Tanzania, which is one of the more stable African jurisdictions for investment and large-scale projects and indeed have been aware of Chilalo for some time. We are pleased to create exposure for our investors to this opportunity and look forward to value accretion as the project advances towards financing and construction."

Diversification into Graphite

Graphite has been designated a strategic mineral by the USA, EU, and Japan, and the graphite market is experiencing significant growth, driven primarily by surging demand for lithium-ion batteries used in electric vehicles, energy storage systems, and portable electronics. As the dominant anode material in lithium-ion batteries, graphite is critical to the global energy transition. In addition to battery applications, graphite's thermal, conductive, and lubricating properties make it essential in a range of industrial uses.

The US commerce department said in July 2025 that it would impose a 93.5 percent tariff on anode active materials from China, which covers graphite imports. This has transformative potential for graphite miners from favourable jurisdictions, as the US imported $143 million worth of graphite this year.

Related Party Transaction

Craig Moulton, the Company's Chairman, is an executive director of Evolution and therefore the Underwriting is considered a Related Party Transaction under the AIM Rules. The independent directors of Metals One, being Jonathan Owen and Daniel Maling, having consulted with the Company's Nominated Advisor, consider the terms of the Underwriting to be fair and reasonable and in the best interests of the Company and its shareholders. In reaching this conclusion the independent directors have considered the support the Company has received from its existing major shareholders in the Rights Issue along with their own knowledge of the company's assets.

For the financial year ended 30 June 2024, Evolution reported a loss before tax of A$10,576,353 on nil revenue and, as at that date, had Net Assets of A$8,162,878.

Enquiries:

About Metals One

Metals One is pursuing a strategic portfolio of critical and precious metals projects in low-risk jurisdictions, underpinned by the Western World's urgent need for reliably and responsibly sourced raw materials, and record high gold prices.

Metals One's shares are listed on the London Stock Exchange's AIM Market (MET1).

Schedule of projects/investments: 

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Market Abuse Regulation (MAR) Disclosure

The information set out below is provided in accordance with the requirements of Article 19(3) of the Market Abuse Regulations (EU) No. 596/2014 which forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ('MAR').

Nominated Adviser

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.