Proposed Placing & Subscription

Firering Strategic Minerals plc, an emerging quicklime production and critical mineral exploration company, announces its intention to conduct a conditional fundraise ("Fundraise") by way of placing (the "Placing") and subscription (the "Subscription") of new ordinary shares of €0.001 each in the capital of the Company ("Ordinary Shares") at a price of 3.5 pence per new Ordinary Share (the "Placing Price") to institutional and other investors to raise gross proceeds of over £1.5 million.

TRANSACTION HIGHLIGHTS

• The Placing will be conducted through an accelerated bookbuild (the "Accelerated Bookbuild"), which will commence immediately following this Announcement and be subject to the terms and conditions set out in Appendix II to this Announcement.
• Shard Capital Partners LLP ("Shard") is acting as bookrunner and placing agent in connection with the Placing and Greenwood Capital Partners Limited ("Greenwood") is acting as placing agent to Shard in connection with the Placing. SPARK Advisory Partners Limited ("SPARK") is acting as nominated adviser to the Company.
• The New Ordinary Shares to be issued in the Fundraise will be issued and allotted under the Company's existing allotment and disapplication of pre-emption rights authorities obtained at the Company's last annual general meeting held on 12 August 2024.
• By way of an update, on the previously announced non-dilutive bank finance is at an advanced stage. A non-binding term sheet has been signed and the loan is now being reviewed by the Senior investment committee. The Company expects to receive final comments from the bank shortly and then seek to finalise loan terms as soon as possible. To mitigate the risk of not completing the process before the SPA Deadline of 30 April 2025, the Board has decided to proceed with the Fundraise.

Yuval Cohen, Chief Executive of Firering, commented: ""Progress at Limeco continues at pace, with the first production milestone now achieved, the ramp up continuing in line with expectations, and inaugural sales expected shortly. Our focus will then shift to bringing the remaining seven kilns online over the coming months. Notably, the Project is coming on stream at a critical time to meet the growing demand for quicklime, driven by a surge in copper mining activity in the region, where it plays a vital role in processing. As operations scale up to full capacity, Firering is well positioned to unlock the full value of this exciting asset and deliver strong returns to our shareholders.

"The loan application with the Zambian bank is now at an advanced stage, and will principally be used to increase our interest in Limeco to 45%. However, with the end of-April deadline approaching for settlement of the next tranche of consideration, we have decided to proceed with the Fundraise to ensure we successfully complete the transaction to take our interest in Limeco to 20.5%."

BACKGROUND TO, AND REASONS FOR, THE FUNDRAISE

Limeco's Operations

Limeco's integrated limestone project in Zambia encompasses a Tier 1 limestone deposit and a processing plant. With production expected to reach full capacity by Q1 2026, the project is poised to meet the growing demands of the Central African Copperbelt's expanding copper industry, alongside other key sectors currently reliant on importing quicklime from South Africa.

Initially established by Glencore plc to address a quicklime shortage in Zambia, Limeco has seen over $100 million invested in the development of the mine and processing plant. The project includes a high-quality Tier 1 limestone deposit, forming the cornerstone of Limeco's robust quicklime business, alongside a state-of-the-art lime plant, which includes:

• A two-stage crushing circuit with an installed primary throughput capacity of 300 tonnes per hour (tph) of limestone comprising a jaw and an impact crusher, followed by two sets of screens - a double and triple deck.
• Eight vertical kilns for burning the crushed limestone (the +60 mm to -90 mm fraction separated by the double deck screen) to produce between 600 to 800 tonnes of quicklime per day. The -60 mm stream from the crushing circuit is passed through the triple deck screen to split it into three aggregate size fractions.

The project also has an on-site laboratory to test calcium carbonate ("CaCO3") and quicklime ("CaO") content to meet the specifications of potential offtakers. To date, testwork has produced CaO results between 92% and 94%, aligning with target specifications.

This is a zero-waste project, with all waste streams being repurposed for ancillary products and services, such as aggregate production, underscoring Limeco's commitment to sustainable practices.

Mineral Resource Estimate ("MRE")

Limeco's project has a JORC-compliant MRE of 145.2Mt at 95.7% CaCO3, consisting of 11.8Mt in the Measured category, 55.4Mt in the Indicated category, and 78.0Mt in the Inferred category (November 2024). This resource supports over 50 years of potential quicklime production. The focus of the November 2024 MRE was on Domain A, but Domains B and C offer significant opportunities to unlock additional value and provide the flexibility to scale according to demand.

Ancillary Revenue Streams

Ancillary products and services contribute positively to the project's cash flow. These include aggregate production, which, in December 2024 reached 42,000 tonnes, estimated to reach the nameplate capacity of around 350,000 tonnes per annum in 2025, with the product being sold to local industrial companies.

Building Production & Sales

Having undertaken an optimisation programme at the plant in 2025 and commenced first production at the first of its eight kilns at the end of February 2025 (as detailed in the Company's notification dated 27 February 2025), Limeco is focused on scaling up production, targeting a daily output of 600-800 tonnes by Q1 2026, equating to an annual output of approximately 250,000 tonnes (tpa). With a 30-day optimisation period underway to reach steady-state production of 80-100 tonnes of quicklime per day from Kiln 1, quicklime samples have already been sent to prospective clients. Accordingly, Limeco expects to begin its first quicklime sales imminently.

The Quicklime Market

Quicklime has a diverse range of industrial applications, spanning the steel, construction, water treatment, and fertiliser industries. However, its greatest growth potential lies in metallurgical processes, particularly copper production, where it serves as a vital and cost-effective reagent. This is especially significant given the anticipated surge in copper demand, driven by the rapid expansion of electric vehicles ("EVs"), renewable energy, energy transmission, artificial intelligence, and automation.

Reflecting this trend, Zambia has set ambitious targets to boost its copper output from 821kt in 2024 to 3Mt by 2031. If achieved, this could propel the country from the world's 7th-largest copper producer to the 3rd-largest, solidifying its position as a key player in the global copper supply chain.

While over the past two years, quicklime prices have ranged from US$137 to US$221 per tonne, the product does not have a publicly traded spot price, as it is not listed on major commodity exchanges. Instead, pricing is determined through long-term contracts between suppliers and end users, often tailored to specific industries and logistical requirements. Factors influencing quicklime prices include production costs, raw material availability (primarily limestone), energy prices, transport costs, and regional supply-demand dynamics.

Given the lack of a centralised market, pricing tends to vary significantly by region. In Zambia, for example, reliance on imported quicklime from South Africa results in higher costs due to transport and importation expenses. Establishing local production could help stabilise prices and reduce dependency on external suppliers, particularly as demand rises with the country's copper production expansion.

Investors should note that due to the commercial sensitivity of the information and the absence of a publicly available spot price for quicklime, the Company may not be in a position to disclose sales prices for individual contracts. However, the board expects pricing to be in line with prevailing market conditions and consistent with that of peers in the industry.

Revenue Generating

Initial production of Limeco's core quicklime product started at the end of February 2025 and first sales are imminent. The remaining seven kilns are set to become operational in a phased approach, with full commissioning expected in Q1 of the 2026 financial year. Once operating at full capacity, the plant is expected to produce between 600 and 800 tpd of quicklime, equating to an annual output of approximately 250,000 tpa.

Deal Dynamics

Firering entered into a revised Share Purchase Agreement ("SPA") in May 2024 to acquire a 20.5% stake in Limeco. Having settled consideration due to date to take Firering's shareholding to c16.6%, the final payment of around $1.0 million for the remaining 3.9% under the SPA is due no later than 30 April 2025 ("SPA Deadline").

The Company also holds an option (the "Option") to increase its interest in Limeco to 45% at a total cost of $4.65 million (as detailed in the notification of 24 May 2024).

Funding Strategy

The Directors have been exploring options to secure non-dilutive funding for the acquisition through commercial means. The Company announced on 15 November 2024 that it had submitted a loan application to a leading Zambian bank to complete the Limeco acquisition and to repay a £850,000 bridge loan. By way of an update, on the previously announced non-dilutive bank finance is at an advanced stage. A non-binding term sheet has been signed and the loan is now being reviewed by the Senior investment committee. The Company expects to receive final comments from the bank shortly and then seek to finalise loan terms as soon as possible. To mitigate the risk of not completing the process before the SPA Deadline of 30 April 2025, the Board has decided to proceed with the Fundraise.

DETAILS OF THE FUNDRAISE

Placing and Subscription

The Company has headroom remaining, from the authorities granted at the most recent annual general meeting, of 43,916,054 Ordinary Shares. The Company is seeking to raise a minimum of £1.5m in this Fundraise comprising the Placing and the Subscription.

The Placing will be effected through the issue of new Ordinary Shares (the "Placing Shares") to certain new and existing investors. In addition to the Placing, the Company proposes to undertake a direct subscription of new Ordinary Shares ("Subscription Shares") at the Placing Price by certain Directors of the Company and other subscribers ("Subscribers").

The Placing is subject to the terms and conditions set out in Appendix II to this Announcement. Shard will commence the Accelerated Bookbuild in respect of the Placing immediately following the release of this Announcement. The number of Placing Shares will be determined at the close of the Accelerated Bookbuild and will be announced as soon as practicable after the close of the Accelerated Bookbuild.

The timing of the closing of the Accelerated Bookbuild, pricing and allocations of the Placing Shares are at the absolute discretion of Shard in consultation with Greenwood, SPARK and the Company.

Directors' participation in the Subscription

Certain Directors, being Youval Rasin, Yehoshua Shai Kol and Vassilios Carellas have indicated their intention to participate in the Subscription for an aggregate amount of approximately £110,000. Further details of any participation by Directors will be set out in the notification giving the result of the Placing and Subscription.

Related party transactions

Directors

Youval Rasin, Yehoshua Shai Kol; and Vassilios Carellas have indicated that they intend to participate in the Subscription and to subscribe for Subscription Shares at the Placing Price. The proposed participation by each of these Directors, if accepted, would constitute related party transactions under Rule 13 of the AIM Rules. Further details of any participation, and the Rule 13 requirements, will be set out in the placing results announcement.

The Placing Shares and the Subscription 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 after the date of Admission.

The Placing and Subscription are conditional upon, inter alia, (i) the Placing Agreement not being terminated in accordance with its terms; and (ii) Admission becoming effective.

The Placing is not being underwritten.

The Placing Agreement contains customary indemnities and warranties from the Company in favour of Shard and Greenwood together with provisions which enable Shard, after prior consultation with Greenwood, to terminate the Placing Agreement in certain circumstances, including circumstances where any of the warranties are found to be untrue or inaccurate in any material respect.

Appendix II to this Announcement sets out further information relating to the Accelerated Bookbuild and the terms and conditions of the Placing.

Admission to trading

Application will be made for the Placing Shares and Subscription Shares to be admitted to trading on the AIM market of the London Stock Exchange ("Admission"). Admission is expected to occur on or around 28 March 2025.

The Placing Shares and Subscription Shares will rank pari passu in all respects with the Existing Ordinary Shares.

Expected timetable of principal events

Pursuant to the Placing Agreement, the Bookrunner, as agent for the Company, has conditionally agreed to use reasonable endeavours to procure subscribers at the Placing Price for the Placing Shares. Greenwood is acting as a placing agent to the Bookrunner.

The Company intends to issue Placing Shares which, together with the Subscription Shares, will raise gross proceeds of up at least £1.5 million. The Placing Shares are expected to be admitted to trading on AIM on or around 28 March 2025 (or such later date and/or time as the Bookrunner and the Company may agree, being no later than 8.00 a.m. on 11 April 2025).

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.

Placing Shares

It is expected that Admission will take place on or around 8.00 a.m. on or around 28 March 2025 and that dealings in the Placing Shares on AIM 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, Greenwood 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 Placing Price. The Placing is not being underwritten by the Bookrunner, Greenwood or any other person.

Subject to Admission, the Placing Shares will trade on AIM under the trading symbol "FRG" and with ISIN CY0109692117.

Application for Admission to trading on AIM

Application will be made to the London Stock Exchange for Admission to trading on AIM of the Placing Shares. It is expected that settlement of any such shares (via Depositary Interests) and Admission will become effective on or around 8.00 a.m. on or around 28 March 2025 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 broker of, the Company. Greenwood is acting as a placing agent to the Bookrunner.
• The Bookbuild, if successful, will establish the number of Placing Shares to be issued at the Placing Price, which will be determined by the Bookrunner, in consultation with the Company and Greenwood, following completion of the Bookbuild. The number of Placing Shares will be announced on a Regulatory Information Service following completion of the Bookbuild.
• To bid in the Bookbuild, prospective Placees should communicate their bid by telephone to their usual contact at the Bookrunner or Greenwood. Each bid should state the number of Placing Shares which the prospective Placee wishes to subscribe for or purchase at the Placing Price. Bids may be scaled down by the Bookrunner on the basis referred to in paragraph 8 below.
• Allocations of the Placing Shares will be determined by the Bookrunner, following consultation with the Company and Greenwood. Each Placee's allocation will be confirmed to Placees orally, or by email, by the Bookrunner following the close of the Bookbuild and a trade confirmation or contract note will be dispatched as soon as possible thereafter. Oral or emailed confirmation from the Bookrunner will give rise to an irrevocable, legally binding commitment by that person (who at that point becomes a Placee), in favour of the Bookrunner and the Company, under which it agrees to acquire by subscription the number of Placing Shares allocated to it at the Placing Price and otherwise on the terms and subject to the conditions set out in this Appendix and in accordance with the Articles. Except with the Bookrunner's consent, such commitment will not be capable of variation or revocation.

Conditions of the Placing

• 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 28 March 2025 or such other date and time as may be agreed between the Company and the Bookrunner, not being later than 8 am (London time) on 11 April 2025 (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 Bookrunner or Greenwood becoming aware of any fact, matter or circumstance which constitutes or might reasonably be expected to constitute a material breach of the warranties given in the Placing Agreement or which indicates that any of such warranties has become or might reasonably be expected to become untrue, inaccurate or misleading in any material respect by reference to the facts and circumstances then subsisting;
• there occurs or arises prior to Admission any significant change or new material matter which the Bookrunner, in its discretion and in consultation with Greewood, determines should be notified to Placees or Shareholders; or

No Admission Document or Prospectus

The Placing Shares are being offered to a 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 or otherwise. 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 or the Placing Shares, 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, the Bookrunner or Greenwood 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, Greenwood, 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 Greenwood 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, financial, business or other 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

Settlement of transactions in the Placing Shares via the Depositary Interests (ISIN: CY0109692117) 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.

It is expected that settlement will take place in accordance with the instructions set out in the contract note or trade confirmation, as applicable.

Representations, Warranties and Further Terms

• 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;