Sheffield Subscription/Grant of Options
Capital Metals PLC announced a subscription by Sheffield Resources Limited for 6,689,418 new ordinary shares at 2.75 pence per share, totaling £183,959. This subscription allows Sheffield to maintain its 10% shareholding in the company. Application has been made for admission of these shares to trading on AIM, expected around September 12, 2025. Following admission, the company's total number of ordinary shares in issue will be 491,191,440. Additionally, share options to subscribe for 20,000,000 new ordinary shares were granted to advisors, exercisable at 3, 4, and 5 pence per share based on completion of certain transactions. Upon Admission, Sheffield will hold 49,173,418 Ordinary shares, equivalent to 10% of the enlarged share capital.
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Further to the 2 September 2025 announcement, Capital Metals (AIM: CMET), a mineral sands company approaching mine development stage at the high-grade Taprobane Minerals Project in Sri Lanka (the "Project"), announces a subscription for 6,689,418 new Ordinary shares in the Company (the "Sheffield Subscription Shares") by Sheffield Resources Limited (ASX: SFX) ("Sheffield") at a price of 2.75 pence per share (the "Sheffield Subscription"), for a total sum of £183,959. The Sheffield Subscription is conditional on the admission of the Ambeon Subscription Shares1.
The Sheffield Subscription is a result of Sheffield, the 50% owner of the Thunderbird mineral sands mine in Western Australia, exercising its right, pursuant to the Relationship Agreement it signed with the Company in March 2024, to participate in any share issuance of the Company on the same terms as other investors in order to maintain its 10% shareholding in the Company as set out in the 15 March 2024 announcement.
Admission and Total Voting Rights
Application will be made for the Sheffield Subscription Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective and dealings will commence at 8.00 a.m. on or around 12 September 2025. The Sheffield Subscription Shares will rank pari passu with the Ordinary shares of the Company in issue.
Following Admission, the total number of Ordinary shares in the capital of the Company in issue will be 491,191,440 with voting rights. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company's share capital pursuant to (i) the Company's Articles, (ii) the Financial Conduct Authority's Disclosure Guidance and Transparency Rules and/or (iii) the AIM Rules for Companies issued by the London Stock Exchange plc as amended from time to time.
Upon Admission, Sheffield will hold 49,173,418 Ordinary shares in the Company, equivalent to 10% of the enlarged share capital following the admissions of the Ambeon Subscription Shares1 and the Sheffield Subscription Shares.
1 As defined in the 2 September 2025 announcement
Grant of Share Options
As announced on 29 May 2025, in connection with the Ambeon Subscription2 and the Ambeon Option2, Capital Metals has granted share options to subscribe for 20,000,000 new Ordinary shares in the Company to advisers that assisted with those transactions ("Adviser Options"). The advisers are connected with a shareholder of Ambeon. The Adviser Options will be exercisable on the terms below for up to five years from the date of grant, subject to the following vesting conditions having been satisfied:
- One third are exercisable at 3 pence per share following completion of the Ambeon Subscription2
- One third will be exercisable at 4 pence per share on completion of the Redgate Equity transaction2
- One third will be exercisable at 5 pence per share on completion of the Redgate Debt transaction2
2 As defined in the 29 May 2025 announcement
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Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.