Proposed Placing to raise approximately £2.1m

First Tin PLC is pleased to announce a conditional fundraising (the "Fundraising") to raise gross proceeds of approximately £2.1 million by means of a placing (the "Placing") of new ordinary shares of £0.001 each in the capital of the Company ("Ordinary Shares") (the "Placing Shares") to certain institutional and other investors at a price of 4 pence per Ordinary Share (the "Issue Price"). The Placing is subject to the Company's shareholders passing the Resolutions at the upcoming General Meeting.

The Issue Price represents a discount of approximately 18 per cent. to the Closing Price of 4.9 pence per Ordinary Share on 9 July 2024, being the latest practicable business day prior to the publication of this Announcement.

Placing Highlights

• Placing to raise approximately £2.1 million (before expenses) through the issue of approximately 53,000,000 Placing Shares at the Issue Price.
• Placing to be conducted via an accelerated bookbuild process launching today.
• The Placing Shares, assuming full take-up of the Fundraising, will represent approximately 19.9 per cent. of the Enlarged Issued Share Capital.

Reasons for the Placing and Use of Proceeds

• Following the successful completion of a Definitive Feasibility Study at the Company's Taronga project in Australia, which highlighted the low capex, low risk and high margin credentials of the project, the Company is now progressing its operational strategy while concurrently advancing its financing and off-take discussions for the next phase of development at Taronga.
• As such the net proceeds will be used to deliver the following workstreams, as well as for general working capital purposes:
• completion and submission of the ongoing Environmental Impact Statement ("EIS") and the final permitting processes at Taronga;
• to progress a number of sampling programmes at Taronga; and
• progression of permitting at Tellerhäuser, Germany.

The Placing

The Company intends to issue approximately 53,000,000 Placing Shares to raise gross proceeds of approximately £2.1 million, to participants in the Placing. Subject (amongst other things) to the passing of the Resolutions at the upcoming General Meeting the Placing Shares are expected to be admitted to trading on the Standard segment of the Main Market of the London Stock Exchange (the "Standard List") on or around 31 July 2024.

Arlington Group Asset Management ("Arlington") is acting as Financial Adviser and Joint Broker alongside W H Ireland Limited who is acting as Joint Broker and Bookrunner ("WH Ireland" or the "Bookrunner"), in connection with the Placing. The Placing Shares are being offered by way of an accelerated bookbuild, which will be launched immediately following this Announcement, in accordance with the terms and conditions set out in Appendix II to this Announcement.

Admission of the Placing Shares is conditional, inter alia, upon the placing agreement dated 10 July 2024 between the Company and the Bookrunner (the "Placing Agreement") not having been terminated and becoming unconditional in all respects.

The Placing is conditional upon, amongst other things:

• the passing of the Resolutions at the General Meeting to authorise the Directors to allot and issue the Placing Shares free of pre-emption rights;
• admission of the Placing Shares becoming effective by no later than 8.00 a.m. on 31 July 2024 (or such later time and / or date as the Company and the Bookrunner shall agree, not being later than 23 August 2024);
• the Placing Agreement not having been terminated by the Bookrunner in accordance with its terms.

General Meeting

Further details of the General Meeting will be notified via regulatory information service following completion of the Bookbuild.

Admission to trading

Application will be made to the London Stock Exchange for admission of the Placing Shares to trading on the Standard List. Subject (amongst other things) to the passing of the Resolutions at the General Meeting, it is expected that admission will become effective and dealings in the Placing Shares commence at 8.00 a.m. on or around 31 July 2024.

First Tin PLC CEO, Bill Scotting commented: "Our recent activities have confirmed that Taronga is very well positioned to deliver a secure supply of tin on a low cost and low risk basis. As such, we are pleased to be progressing key operational workstreams as we start the process of evaluating project financing opportunities for this exciting asset and with the EIS and permitting process progressing well, the funds raised through this placing will enable us to continue adding value to our portfolio in the near term."

Additional Information

Background and Reasons for the Placing and Use of Proceeds

The Company is undertaking the Placing to deliver the following workstreams, as well as for general working capital purposes:

• completion and submission of the ongoing Environmental Impact Statement ("EIS") and the final permitting processes at Taronga, Australia ;
• to progress a number of sampling programmes at Taronga; and
• progression of permitting at Tellerhäuser, Germany

Pursuant to the Placing Agreement, the Bookrunner, as agent for the Company, has conditionally agreed to use reasonable endeavours to procure subscribers at the Issue Price for the Placing Shares.

The Company intends to issue approximately 53,000,000 Placing Shares to raise gross proceeds of approximately £2.1 million, pursuant to the Placing. The Placing Shares are expected to be admitted to trading on the Standard List on or around 31 July 2024 (or such later date and / or time as the Bookrunner and the Company may agree, being no later than 8.00 a.m. on 23 August 2024).

Admission of the Placing Shares is conditional, inter alia, upon the passing of the Resolutions at the General Meeting and the Placing Agreement not having been terminated and becoming unconditional in all respects.

The Bookrunner (acting in good faith) has the right to terminate the Placing Agreement in certain circumstances prior to Admission, including (but not limited to): in the event that there is a breach, or an alleged breach, of any of the warranties set out in the Placing Agreement or there is a Material Adverse Change. The Bookrunner may also terminate the Placing Agreement if there has been a material adverse change in certain international financial markets, a suspension or material limitation in trading on certain stock exchanges or a material disruption in commercial banking or securities settlement or clearance which, in the opinion of a Bookrunner (acting in good faith), makes it impractical or inadvisable to proceed with the Placing. If this termination right is exercised or if the conditionality in the Placing Agreement is not satisfied, the Placing will not proceed.

Placing Shares

The Placing Shares will, when issued, be fully paid and will rank pari passu in all respects with the Existing Ordinary Shares in issue, including the right to receive all dividends and other distributions declared, made or paid after the date of issue.

Application will be made to London Stock Exchange for admission of the Placing Shares to trading on the Standard List.

Subject to the passing of the Resolutions at the General Meeting, it is expected that Admission will take place on or around 8.00 a.m. on 31 July 2024 and that dealings in the Placing Shares on the Standard List will commence at the same time.

APPENDIX I

Definitions

The following definitions apply throughout this Announcement unless the context otherwise requires:

APPENDIX II

Details of the Placing Agreement and the Placing Shares

The Bookrunner and the Company have entered into a Placing Agreement, under which the Bookrunner has, on the terms and subject to the conditions set out therein, undertaken to use its reasonable endeavours to procure subscribers for Placing Shares at the Issue Price . The Placing is not being underwritten by the Bookrunner or any other person.

Subject to admission, the Placing Shares will trade on the Standard List under the trading symbol 1SN with ISIN GB00BNR45554.

Application for admission to trading on the Standard List

Application will be made to the London Stock Exchange for admission to trading on the Standard List of the Placing Shares. It is expected that subject to the passing of the Resolutions, settlement of any such shares and Admission will become effective on or around 8.00 a.m. on 31 July 2024 and that dealings in the Placing Shares will commence at that time.

Bookbuild

The principal terms of the Placing are as follows:

• The Bookrunner is arranging the Placing as agent for, and joint broker of, the Company.
• By participating in the Placing, each Placee agrees that its rights and obligations in respect of the Placing will terminate only in the circumstances described below, will continue notwithstanding the Business Transfer, and will not be capable of rescission or termination by the Placee.

Conditions of the Placing

• the passing of Resolutions at the General Meeting;
• the Company having performed its obligations under the Placing Agreement to the extent that such obligations fall to be performed prior to Admission (including entry into a deed of novation to transfer the rights and obligations of W H Ireland Limited to Zeus Capital Markets Limited, with effect from completion of the sale of its capital markets business);;
• the issue and allotment of the Placing Shares, conditional only upon Admission;
• Admission occurring by no later than 8.00 a.m. (London time) on 31 July 2024 or such other date and time as may be agreed between the Company and the Bookrunner, not being later than 8.00 a.m. (London time) on 23 August 2024 (the "Long Stop Date"); and
• the Placing Agreement not having been terminated by the Bookrunner in accordance with its terms.

Right to terminate the Placing Agreement

• the Company has failed to comply with its obligations under the Placing Agreement including in respect of the novation of the Placing Agreement in connection with the Business Transfer),, or with the requirements of any applicable laws or regulations (including MAR) in relation to the Placing;
• there has been any development or event which will or is likely to have a material adverse effect on the condition (financial, operational, legal or otherwise), prospects, solvency, liquidity, management, results of operations, financial position, business or general affairs of the Group taken as a whole, whether or not foreseeable and whether or not arising in the ordinary course of business; or

No Admission Document or Prospectus

The Placing Shares are being offered to a limited number of specifically invited persons only and have not been nor will they be offered in such a way as to require the publication of a prospectus in the United Kingdom. No offering document, admission document or prospectus has been or will be submitted to be approved by the FCA or the London Stock Exchange in relation to the Placing, and Placees' commitments will be made solely on the basis of the information contained in the Announcement (including this Appendix) and the Publicly Available Information). Each Placee, by accepting a participation in the Placing, agrees that the content of this Announcement is exclusively the responsibility of the Company and confirms that it has not relied on any other information (other than the Publicly Available Information), representation, warranty, or statement made by or on behalf of the Company or the Bookrunner or any other person and neither the Bookrunner, the Company nor any other person will be liable for any Placee's decision to participate in the Placing based on any other information, representation, warranty or statement which the Placees may have obtained or received and, if given or made, such information, representation, warranty or statement must not be relied upon as having been authorised by the Bookrunner, the Company or their respective officers, directors, employees or agents. Each Placee acknowledges and agrees that it has relied on its own investigation of the business, financial or other position of the Company in accepting a participation in the Placing. Neither the Company nor the Bookrunner are making any undertaking or warranty to any Placee regarding the legality of an investment in the Placing Shares by such Placee under any legal, investment or similar laws or regulations. Each Placee should not consider any information in this Announcement to be legal, tax or business advice. Each Placee should consult its own solicitor, tax adviser and financial adviser for independent legal, tax and financial advice regarding an investment in the Placing Shares. Nothing in this paragraph shall exclude the liability of any person for fraudulent misrepresentation.

Registration and Settlement

Each Placee will be deemed to agree that it will do all things necessary to ensure that delivery and payment is completed as directed by the Bookrunner in accordance with the standing CREST settlement instructions which they have in place with the Bookrunner. For the avoidance of doubt, the standing CREST settlement instructions that Placees have in place with W H Ireland Limited will continue to apply following the Business Transfer.

Settlement of transactions in the Placing Shares (ISIN: GB00BNR45554) following Admission will take place within CREST provided that, subject to certain exceptions, the Bookrunner reserves the right to require settlement for, and delivery of, the Placing Shares (or a portion thereof) to Placees by such other means that it deems necessary if delivery or settlement is not possible or practicable within CREST within the timetable set out in this Announcement or would not be consistent with the regulatory requirements in any Placee's jurisdiction.

Representations, Warranties and Further Terms

• that its obligations are irrevocable and legally binding and shall not be capable of rescission or termination by it in any circumstances (including as a result of the Business Transfer);;
• that, unless otherwise agreed by the Bookrunner, it is a Qualified Investor;
• that time shall be of the essence as regards obligations pursuant to this Appendix;