Replacement: Proposed Equity Fundraise

The following amendment has been made to the '(Proposed equity fundraise)' announcement released on 26 November 2025 at 7am under RNS No 9944I.

The number of Broker Warrants to be issued has been amended to 1,000,000.

All other details remain unchanged.

The full amended text is shown below.

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 UK DOMESTIC LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED. UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.

THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR NEW ZEALAND OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

26 November 2025

Rome Resources plc

("Rome Resources", the "Company" or the "Group")

Proposed equity fundraise

Rome Resources (AIM: RMR), the DRC-focused tin and copper explorer, following the recently announced £1.9 million fundraise, announces its intention to conduct a further fundraising to raise gross proceeds of £200,000 through a placing (the "Placing") of 100,000,000 new ordinary shares ("Placing Shares") of 0.1 pence each in the share capital of the Company ("Ordinary Shares"), primarily to JLE Group ("Placees") at an issue price of 0.2 pence per new Ordinary Share (the "Placing Price").

The placees in the Placing will, upon Admission (as defined below) be issued with one warrant to subscribe for one new Ordinary Share for every Placing Share, with each Warrant entitling the holder to acquire one new Ordinary Share at a price of 0.4 pence at any time in the three-year period from issue (the "Warrants"). The Warrants are non-transferable by the holders without the prior consent of the Company.  The Warrants will be in certificated form and none of the Warrants will be admitted to trading on AIM or any other stock exchange.

The issue of Warrants will be subject to the passing of the Resolutions by the requisite majority of shareholders at the general meeting of the Company ("General Meeting"). A notice convening the General Meeting will be posted to shareholders in due course.

Paul Barrett, Chief Executive Officer of Rome, commented:

"This support from JLE provides funding for any additional work the Company wishes to undertake associated with the upcoming drilling programme on Bisie North. Management is looking forward to commencing operations soon and will provide regular updates of its progress and results."

Placing highlights

·      A Placing to raise £200,000 (before expenses) at the Placing Price of 0.2p pence per Placing Share.

·      Zeus Capital Limited ("Zeus") is acting as Bookrunner in respect of the Placing.  

·      The Placing Price represent a premium of 10.5 per cent. to the closing mid-market price of 0.181 pence per Ordinary Share on 25 November 2025 (the "Closing Price"), being the latest practicable business day prior to the publication of this Announcement.

·      The Placing will be conducted utilising the Company's existing share authorities to issue and allot securities on a non-pre-emptive basis, granted at the general meeting of the Company on 30 July 2025.

·      Issue of the Warrants will be subject to a General Meeting. A notice convening the General Meeting will be posted to shareholders in due course.

Use of Proceeds

Contingent Additional Drilling on the Kalayi and Mont Agoma tin discoveries in the DRC.

Further details of the Placing

It is expected that the Placing will result in the issue of a minimum of 100,000,000 new Ordinary Shares at the Placing Price, raising a minimum of £200,000 before expenses for the Company.

An investment by JLE Group Limited represents the majority of the Placing book.

Pursuant to a placing agreement dated 25 November 2025 between Zeus and the Company (the "Placing Agreement"), Zeus has conditionally agreed, as agent on behalf of the Company, to use its reasonable endeavours to procure subscribers for the Placing Shares. The Placing Agreement contains customary warranties, indemnities and undertakings from the Company in favour of the Bookrunner.

The Company also intends to issue warrants to subscribe for 1,000,000 new Ordinary Shares ("Broker Warrants") to the Bookrunners. The Broker Warrants are exercisable at 0.4 pence per Broker Warrant for a period of three years from the date of Admission (as defined below). The Broker Warrants will not be admitted to trading on AIM or any other stock exchange.

The new Ordinary Shares, when issued, will be credited as fully paid and will rank pari passu in all respects with each other and with the existing Ordinary Shares including, without limitation, the right to receive all dividends and other distributions declared, made or paid on or after the date of issue.

The Placing is not being underwritten by Zeus or any other person.

Admission to trading on AIM

Application will be made to the London Stock Exchange plc for admission of the Placing Shares and a further 2,500,000 shares to be issued to Zeus in respect of its broking services, to trading on AIM ("Admission"). Admission is expected to occur on or around 1 December 2025 or such later time and/or date as the Bookrunners and the Company may agree (being in any event no later than 8.00 a.m. on 19 December 2025).

The times and dates set out throughout this Announcement may be adjusted by the Company in which event the Company will make an appropriate announcement to a Regulatory Information Service giving details of any revised times and dates which will also be notified to the London Stock Exchange and, where appropriate, shareholders of the Company. Shareholders of the Company may not receive any further written communication. References to times in this Announcement are to the time in London, UK unless otherwise stated.

For further information, please contact:

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Forward Looking Statements

This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "anticipates", "targets", "aims", "continues", "expects", "intends", "hopes", "may", "will", "would", "could" or "should" or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include matters that are not facts. They appear in a number of places throughout this announcement and include statements regarding the Directors' beliefs or current expectations. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. Investors should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement.

Notice to overseas persons

This announcement does not constitute, or form part of, a prospectus relating to the Company, nor does it constitute or contain any invitation or offer to any person, or any public offer, to subscribe for, purchase or otherwise acquire any shares in the Company or advise persons to do so in any jurisdiction, nor shall it, or any part of it form the basis of or be relied on in connection with any contract or as an inducement to enter into any contract or commitment with the Company.

This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into Australia, Canada, Japan or the Republic of South Africa or any jurisdiction into which the publication or distribution would be unlawful. This announcement is for information purposes only and does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire shares in the capital of the Company in  Australia, Canada, Japan, New Zealand, the Republic of South Africa or any jurisdiction in which such offer or solicitation would be unlawful or require preparation of any prospectus or other offer documentation or would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.  Persons into whose possession this announcement comes are required by the Company to inform themselves about, and to observe, such restrictions.

This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America.  This announcement is not an offer of securities for sale into the United States.  The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration.  No public offering of securities is being made in the United States.