WRAP Retail Offer

In brief · summary, not quotable

First Class Metals PLC is launching a retail offer via the Winterflood Retail Access Platform (WRAP) to raise up to £250,000 by issuing new ordinary shares at 1.52 pence each. This offer is separate from a recent £650,000 drawdown under a Convertible Loan Note facility, of which £250,000 was converted into new ordinary shares at the same 1.52 pence issue price. The proceeds from the WRAP Retail Offer will be used for the same purposes as the loan note conversion. Admission of the new shares is anticipated on March 31, 2026, with the retail offer closing on March 25, 2026.

Full announcement

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First Class Metals PLC (FCM) the UK listed company focused on the discovery of economic metal deposits across its exploration properties in Ontario, Canada, is pleased to announce a retail offer via the Winterflood Retail Access Platform ("WRAP") (the "WRAP Retail Offer") through the issue of new ordinary shares of £0.001 each in the capital of the Company (the "WRAP Retail Offer Shares") at an issue price of 1.52p to raise up to a maximum of £250,000.

In addition to the WRAP Retail Offer and as announced on 23 March 2026, the Company has drawn down £650,000 under its Convertible Loan Note facility (the "CLN"). Of this amount, £250,000 has been immediately converted into new Ordinary Shares at a price of 1.52 pence per share (the "Issue Price"), representing a discount of approximately 18 per cent. to the mid-market closing price of an Ordinary Share on 20 March 2026 (being the latest practicable date prior to this announcement). The issue price of the WRAP Retail Offer Shares is equal to the Issue Price of the CLN conversion.

A separate announcement has been made regarding the CLN and its terms and sets out the reasons for the Subscription and use of proceeds. The proceeds of the WRAP Retail Offer will be utilised in the same way as the proceeds of the CLN conversion.

For the avoidance of doubt, the WRAP Retail Offer is separate from the completed CLN amendment, drawdown and associated conversion. Completion of the WRAP Retail Offer is conditional, inter alia, upon Admission of the New Ordinary Shares.

The WRAP Retail Offer is conditional on the WRAP Retail Offer Shares being admitted to trading on the London Stock Exchange plc ("Admission"). It is anticipated that Admission will become effective and that dealings in the New Ordinary Shares will commence at 08.00 a.m. on 31 March 2026.

WRAP Retail Offer

Therefore, the Company is making the WRAP Retail Offer available to eligible investors in the United Kingdom following release of this announcement, being existing shareholders of First Class Metals, and through certain financial intermediaries.

The WRAP Retail Offer is expected to close at 17.00 on 25 March 2026. Eligible shareholders should note that financial intermediaries may have earlier closing times.

There is a minimum subscription of [£100] per investor under the WRAP Retail Offer. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges.

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