Schedule One Update - Metals One Plc | RNS | Ticker

Schedule One Update - Metals One Plc

RNS Announcement

RNS Number : 2885H

AIM

26 July 2023

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Metals One Plc ("Metals One" or the "Company")

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Registered Office & Business address:

Eccleston Yards, 25 Eccleston Place, London, United Kingdom, SW1W 9NF

COUNTRY OF INCORPORATION:

United Kingdom

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

https://metals-one.com/

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

Metals One was established in January 2021 to acquire natural resources projects with a focus on critical battery metals, including nickel, lithium, cobalt and copper. On Admission to trading to AIM, the Company will have interests in the Paltamo and Rautavaara projects (nickel, copper, zinc) in Finland (together the "Black Schist Project") and the Brownfield Råna Nickel project in Norway (the "Brownfield Rana Project"). These projects represent opportunities to develop deposits of scale, in stable jurisdictions, well situated to supply fastest growing European electric vehicle and energy storage markets.

Finland

The Black Schist Project is being acquired from AIM traded Bluejay Mining Plc and includes a JORC compliant Inferred Mineral Resource of 28.1Mt at 0.19% Nickel, 0.10% Copper, 0.01% Cobalt and 0.38% Zinc at Rautavaara and an Exploration Target of 16-24 Mt with a grade range of 0.18-0.27% Ni, 0.09-0.13% Cu, 0.01-0.015% Co, and 0.33-0.50% Zn at Paltamo. Furthermore, the Company, whilst remaining the Operator, has farmed out a 25% interest to AIM traded Gunsynd Limited in return for £1m of exploration funding directly into the project.

Norway

The Brownfield Råna Project is located around the formerly producing Bruvann deposit that operated for 12 years (1989-2001). Metals One will, on Admission, hold i) 100% of Scandinavian Resources Holdings Pty Ltd ("SRH") which in turn will have an interest, initially 80%, in a JV Company that holds the 4 Norwegian Licences over the Brownfield Rana Project.

SRH has farmed out an initial 10% interest (and up to 75%) to ASX listed Kingsrose Limited for up to A$15m of capital injected into the Brownfield Rana Project. Kingrose will be the Operator of the Brownfield Rana Project under a JV Agreement.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

Number of ordinary shares of £0.01 each ("Shares") for which Admission is being sought 208,450,000.

The Shares are and will remain freely transferable and have no restrictions as to transfer placed on them.

The issue price of the new Shares: 5 pence ("the Placing Price").

No Shares are or will be held in treasury.

CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Capital to be raised on Admission: £2.2million

Anticipated market capitalisation on Admission £10.4 million (at the issue price of 5p)

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

Ordinary Shares representing 76.7% of the Company's issued share capital on Admission are not in public hands.

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:

N/A

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Alastair Raoul Clayton (Non-Executive Chairman)

Jonathan David Owen (Chief Executive Officer)

Daniel John Shilton Maling (Finance Director)

Craig Moulton (Independent Non-Executive Director)

Sara Katja Emilia Minchin (Independent Non-Executive Director)

Kaj Thomas Levin (Non-Executive Director)

Winton William Willesee (Non-Executive Director)

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Shareholder	Pre- Admission Shareholding	Pre- Admission % Interest	Shareholding on Admission	% Interest on Admission
Walpole St Andrew Nominees Ltd⁽¹⁾	3,325,000	16.84%	3,325,000	1.60%
Barnard Nominees Limited⁽¹⁾	2,807,500	14.22%	2,807,500	1.35%
Global Investment Strategy UK Ltd⁽²⁾	2,050,000	10.38%	6,400,000	3.07%
John Story	1,375,000	6.96%	1,375,000	0.66%
Global Prime Partners Nominees Ltd ⁽¹⁾	1,375,000	6.96%	1,375,000	0.66%
Charlie Wood	950,000	4.81%	1,250,000	0.60%
James Sheehan	950,000	4.81%	950,000	0.46%
Sebastian Marr	750,000	3.80%	1,250,000	0.60%
Greg Kuenzel	750,000	3.80%	1,250,000	0.60%
Bridget Trim	700,000	3.54%	700,000	0.34%
JIM Nominees Limited ⁽¹⁾	692,500	3.51%	692,500	0.33%
Tower BC Limited	625,000	3.16%	625,000	0.30%
Bluejay Mining Plc	-	-	62,500,000	29.98%
3 Mile Beach Limited ⁽³⁾	-	-	17,500,000	8.40%
Martin Blakeman⁽⁴⁾	-	-	22,800,000	10.94%
Chincherinchee Nominees Pty Ltd⁽⁵⁾	-	-	13,500,000	6.48%
SI Capital Group ⁽¹⁾	-	-	13,200,000	6.33%
Birkmose Mejer Family Holdings APS ⁽⁶⁾	-	-	12,000,000	5.76%
Van Gool DK⁽⁷⁾	-	-	11,700,000	5.61%

(1) These shareholders hold these shares on behalf of underlying investors and the Company is not aware of any underlying investor having a shareholding representing 3% or more of the voting rights of the Company. As far as the Company is aware, these shareholders must follow the instructions given by the underlying investors in relation to the exercise of any voting rights attached to the Ordinary Shares.

(2) This shareholder holds these shares on behalf of underlying investors. Alan McLeish holds 1,375,000 Ordinary Shares indirectly through Global Investment Strategy UK Ltd, being 6.96% of the Existing Share Capital. The Company is not aware of any other underlying investor having a shareholding representing 3% or more of the voting rights of the Company.

(3): 3 Mile Beach Limited is wholly owned by James Ikin;

(4): Martin Alexander Blakeman holds the shares as trustee for the Blackwood Trust whose beneficiaries are Misty Lee Blakeman, Sophie Marie Blakeman, Amy Jane Blakeman and Ben Jordan Blakeman;

(5): Chincherinchee Nominees Pty Ltd holds the shares as bare trustee for Azalea Family Holdings Pty Ltd as trustee for the Britt and Winton Willesee Family Trust and as bare trustee for Cheena Corporate Pty Ltd as trustee for the Cheena Trust Erlyn Dawson and Luke Dawson;

(6): Birkmose Mejer Family Holdings APS is wholly owned by Birkmose Mejer;

(7): Van Gool DK Holdings APS is wholly owned by Jeroen van Gool.

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

None.

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 31 December

(ii) 31 December 2022

(iii) 30 September 2023 in respect of the half-year report for six months ended 30 June 2023, 30 June 2024 - audited annual accounts for year ended 31 December 2023 and 30 September 2024 for half year report for six months ended 30 June 2024

EXPECTED ADMISSION DATE:

31 July 2023

NAME AND ADDRESS OF NOMINATED ADVISER:

Beaumont Cornish Limited

Building 3, 566 Chiswick High Road

London

W4 5YA

England

NAME AND ADDRESS OF BROKER:

Joint Brokers:

SI Capital Limited

46 Bridge Street,

Godalming,

Surrey, GU7 1HL

Shard Capital Partners LLP

23rd Floor, 20 Fenchurch St

London

EC3M 3BY

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

https://metals-one.com/

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

QCA Code

DATE OF NOTIFICATION:

26 July 2023

NEW/ UPDATE:

UPDATE

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

AIMEAFXKAAADEFA

RNS metadata

Title: Schedule One Update - Metals One Plc
Time: 12:30:04
Date: 26 Jul 2023
Category: Corporate updates
ID: 2885H