Bridging Term Loan Facility Repayment

Metals Exploration plc (AIM: MTL) ("Metals Exploration" or the "Company"), a gold production, exploration, and development company with assets in the Philippines and Nicaragua, is pleased to announce that, further to its announcements of 2 December 2024 and 5 February 2025, the Company has agreed to amend the terms of the unsecured bridging term loan facility (the "Facility") with Drachs Investments No3 Limited ("Drachs") to permit repayment of the Facility via the issue of equity (the "Facility Repayment").

The outstanding amount repayable under the Facility, including principal and accrued interest, is £5,647,671.23, which has been satisfied via a transfer of 94,127,854 ordinary shares of £0.0001 each in the capital of the Company ("Ordinary Shares") (the "Repayment Shares") held in treasury to Drachs at an issue price of £0.06 per Ordinary Share, representing a premium of approximately 9.1% to the middle-market close price on 6 March 2025.

The Facility Repayment enables the Company to retain cash to continue its exploration and development plans at its Philippine and Nicaraguan assets. Following the Facility Repayment, the Company is debt-free.

Change of Significant Shareholder Interest and Related Party Transaction

As a result of the transfer of the Repayment Shares, Drachs is interested in 429,659,997 Ordinary Shares, representing 16.12% of the Company's total voting rights. The TR-1 notification form is shown below.

Drachs is a substantial shareholder and the Facility Repayment is therefore deemed a related party transaction pursuant to the AIM Rules. The independent Directors of the Company, being Nick von Schirnding, Darren Bowden, Steven Smith, Timothy Livesey, Andrew Chubb and David Cather, having consulted with Strand Hanson Limited, the Company's Nominated Adviser, consider the terms of the Facility Amendment to be fair and reasonable insofar as shareholders of the Company are concerned.

Total Voting Rights

As a result of the transfer from treasury of the Repayment Shares, the Company has 2,965,438,788 Ordinary Shares in issue, of which 299,385,458 Ordinary Shares are held in treasury, and, accordingly, the total number of voting rights is 2,666,065,330. This figure may be used by shareholders in the Company as the denominator for the calculation by which they may determine if they are required to notify their interest in, or change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Darren Bowden, CEO of Metals Exploration, commented:

"We are very grateful for the ongoing support from Drachs. The provision of an unsecured bridging facility at short notice last November was a key element in enabling the Company to secure the Condor Gold board's support for our takeover offer. Their decision to convert the loan into shares at a premium to the market price and 30-day VWAP underlines their confidence in our growth potential and future plans. We look forward to continuing our close collaboration with Drachs as we advance our projects in the Philippines and Nicaragua."

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Additional information xvi