Reduction of Share Premium Account & Notice of GM
Jubilee Metals Group PLC is proposing a reduction of its share premium account to increase distributable reserves, potentially enabling future dividend payments and share buybacks. This capital reduction requires shareholder approval via a special resolution at a General Meeting on April 8, 2026, and subsequent court approval, with an expected effective date around April 29, 2026. The company is also seeking to renew its authority for directors to issue shares and dis-apply pre-emption rights for up to 10% of issued ordinary share capital. Additionally, Jubilee expects to release phase 1 drill results for its Molefe Mine operations on March 24, 2026.
Select text to share a quote on X · sign in to keep highlights & notes in your JLP notes
this announcement contains inside information for the purposes of article 7 of the market abuse regulation (eu) 596/2014 (which forms part of domestic uk law pursuant to the european union (withdrawal) act 2018 ('uk mar'))
Jubilee Metals Group PLC
('Jubilee' or 'the Company' or 'the Group')
Registration number: 4459850
AIM share code: JLP
Altx share code: JBL
Proposed Reduction of the Share Premium Account and
Notice of General Meeting
Jubilee, the Zambia copper focused producer, announces the Company's proposal to reduce its share premium account (Capital Reduction) in order to restructure the Company's balance sheet so as to increase the amount of available distributable reserves available (subject to the protection of creditors). The Company furthermore expects to release the phase 1 drill results of its Molefe Mine operations on Tuesday 24 March 2026.
The Capital Reduction will create distributable reserves to support the Company's ability to make future payments of dividends to its shareholders and undertake potential share buybacks (in each case should circumstances mean it is appropriate or desirable to do so), as well as other corporate purposes of the Company.
The Capital Reduction is conditional upon passing of a special resolution by the Company's shareholders in addition to approval of the Court.
In addition, the Company is also seeking to renew the standard authority to grant Directors authority to issue shares as granted at the previous 2024 AGM and to dis-apply pre-emption rights. The Company wishes to dis-apply pre-emption rights only to a maximum of 10% of the issued ordinary share capital of the Company. The Dis-application Resolution is to give flexibility to the Company to issue new warrants, options or shares to support the Company when leveraging investment capital and aligning employees' and stakeholders' interests with shareholders of the Company.
Notice is hereby given of the General Meeting of the Company to be held at 11.00 a.m. (UK time), 12.00 p.m. (SA time) on Wednesday, 8 April 2026 at Fieldfisher LLP, Riverbank House, 2 Swan Lane, London EC4R 3TT to consider and vote on the resolutions.
The circular containing the notice of General Meeting (notice of General Meeting) will be published and posted to shareholders on 23 March 2026. A copy of the circular containing the notice of General Meeting is also available on the Company's website at https://jubileemetalsgroup.com/circulars/.
Subject to both the passing of the special resolution at the General Meeting and the court approving the Capital Reduction, it is expected that the effective date of the share premium reduction will be on or around 29 April 2026.
The Capital Reduction will not, of itself, involve any distribution or return of capital to any shareholder and will not reduce the Company's underlying assets. The completion of the Capital Reduction will not affect the rights attaching to the Ordinary Shares and will not result in any change to the number of Ordinary Shares in issue (or their nominal value).
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
2026
| Shareholders recorded on the register who are entitled to receive the notice of General Meeting (SA) | Wednesday, 18 March |
| Notice of General Meeting posted to shareholders and published on RNS and SENS | Monday, 23 March |
| Last date to trade on the JSE in order to be eligible to participate in and vote at the General Meeting (SA) | Monday, 30 March |
| Record date for the purposes of determining which shareholders are entitled to participate in and vote at the General Meeting (SA) | Thursday, 2 April |
| Record date for purposes of determining which shareholders are entitled to participate in and vote at the General Meeting (UK) | 11.00 a.m. (London time) on Thursday, 2 April (or 48 hours before the meeting excluding non-working days) |
| Latest time and date for receipt of Forms of Proxy for the General Meeting | 11.00 a.m. (London time)/ 12.00 p.m. (SA time) on Thursday, 2 April |
| General Meeting | 11.00 a.m. (London time)/ 12.00 p.m. (SA time) on Wednesday, 8 April |
| Results of the General Meeting released on RNS and SENS | Wednesday, 8 April |
| Expected date of initial directions hearing of the Court | Friday, 17 April |
| Expected date of the Court Hearing 3 | Tuesday, 28 April |
| Expected date results of the Court hearing released on RNS and SENS | Wednesday, 29 April |
| Expected effective date for the Capital Reduction 4 | Wednesday, 29 April |
Notes:
- Each of the times and dates in the above timetable are subject to change. If any of the above times or dates change, the revised times or dates will be notified to Shareholders via RNS and SENS.
- All references to times in this Circular are to London times unless otherwise stated.
- This date is subject to any changes which may be imposed by the Court. The expected date for the Court Hearing to confirm the Capital Reduction is based on a provisional date which has been obtained. This provisional hearing date may be subject to change and is dependent on the Court's timetable. If the expected date of the Court hearing is changed, the Company will give notice of this by issuing an announcement via RNS and SENS.
- This date will depend on, amongst other things, the date on which the Court confirms the Capital Reduction by way of sealing a court order.
Jubilee Metals Group PLC
Leon Coetzer (CEO)/Jonathan Morley-Kirk (FD)
Nominated Adviser - SPARK Advisory Partners Limited
Andrew Emmott/James Keeshan
PR & IR Adviser - Tavistock
Jos Simson/Gareth Tredway
Joint Broker - Zeus Capital
Harry Ansell/Katy Mitchell
Joint Broker - Shard Capital Partners LLP
Erik Woolgar/Gareth Burchell
Tel +44 (0) 207 1869900
JSE Sponsor - Questco Corporate Advisory Proprietary Limited
Alison McLaren
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.