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First Class Metals #FCM – New interactive investor website
First Class Metals PLC (“First Class Metals” “FCM” or the “Company”) the UK listed company focused on the discovery of economic metal deposits across its strategic exploration footprint in Ontario, Canada is pleased to announce the launch of our interactive investor website. For both existing and prospective shareholders, the new investor website brings all First Class Metals content into a single integrated platform to better inform and engage with investors and stakeholders, including:
· Regulatory announcements
· Reports
· Presentations
· Educational material
· Interviews
· Corporate research
The investor website also provides an interactive online experience allowing the First Class Metals stakeholders to comment on and ask the First Class Metals team questions via a portal which will be monitored and responded to in a timely manner.
How to sign up for the First Class Metals investor website:
1. Visit firstclassmetalsplc.com
2. Follow the prompts to sign up for an investor account
3. Complete your account profile
James Knowles, Executive Chairman First Class Metals Commented:
“At First Class Metals, keeping our shareholders informed and engaged is central to our mission. The launch of our investor website marks a significant step in enhancing this communication, providing a platform where current and prospective investors can connect with us and gain a deeper understanding of our objectives.
The website will be packed with valuable video content, detailed information, and insights into our ongoing projects and future ambitions. We invite our stakeholders to explore the website and share their feedback as we continue to refine our communication efforts.”
Ends
Engage with us by asking questions, watching video summaries and seeing what other shareholders have to say. Navigate to our Interactive Investor website here: https://fcm-l.investorhub.com/link/qy1oAr
For further information, please contact:
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First Class Metals investor website Sign up to the website to receive news and engage with the management team |
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James Knowles, Executive Chairman
Marc J Sale, CEO
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JamesK@Firstclassmetalsplc.com 07488 362641 MarcS@Firstclassmetalsplc.com 07711 093532 |
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Novum Securities Limited (Financial Adviser) David Coffman/ George Duxberry |
(0)20 7399 9400 |
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Axis Capital Markets (Broker) Lewis Jones/ Ben Tadd
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Axcap247.com (0) 203 026 0449 |
Subscribe to our news alert service: firstclassmetalsplc.com/auth/signup
First Class Metals #FCM – Private Subscription. New Directors Share Loan
First Class Metals PLC (“First Class Metals” “FCM” or the “Company”) is a UK metals exploration company focused on the discovery of economic metal deposits across its extensive Canadian – Northern Ontario land holding, is pleased to announce that it has completed a private placing of 3,035,714 ordinary shares of £0.001 par value (“Shares”) (the “Placing Shares”) at a price of 2.8 pence per Placing Share (the “Placing Price”), raising gross proceeds of £85,000 (the “Placing”).
The Placing Price represents a 5.6% premium to the mid-market closing price of the Company’s shares on 16 July 2024, the last trading date prior to the completion of the placing.
Director’s-Stock Lending Agreement(s)
The Company does not presently have sufficient headroom to enable the issue and admission of the Placing Shares which are required to be issued pursuant to the Placing without the production of a FCA approved prospectus. The Company is therefore proposing that the director, James Knowles, loan a number of shares amounting, in aggregate, to the Placing Shares, to the Company by means of a share loan agreement (the “Share Lending Agreement”), to facilitate the Placing by the Company. This loan involves no consideration being paid or security granted to James Knowles or a chargeable fee.
The Placing is expected to be completed on or around 18 July 2024.
The Share Lending Agreements provide for the allotment of an aggregate of 5,912,059 new Shares in the Company to James Knowles by 30 December 2024 to replace the Shares loaned in terms of the Share Lending Agreement.
James Knowles has elected not to charge a fee for the loan of these shares.
Material Related Party Transaction
James Knowles is a director of the Company. The Share Lending Agreement is a material related party transaction (“MRPT”) under the Disclosure Transparency & Guidance Rules
Marc Sale, Marc Bamber and Andrew Williamson, being the independent directors for the purpose of this MRPT, have approved the MRPT as being fair and reasonable from the perspective of FCM and its shareholders.
Issue of Fee Shares & Zigzag Second Year Option to Nuinsco
In addition, 1,785,714 Shares are being placed with various professional partners, to satisfy outstanding professional fees from parties who have opted to take payment in Shares over a cash payment. We welcome this commitment to the Company.
Zigzag Year Two Share Option Payment
1,090,631 new Shares are being issued to Nuinsco Resources Limited in respect of the year two Zigzag ‘option to earn in’ (1see news release 9th March 2023), they will rank pari passu with the Company’s existing issued ordinary shares.
1https://polaris.brighterir.com/public/first_class_metals/news/rns/story/x8eolox
Both the professional fee shares & Zigzag Second Year Option payment are being made from the Share Lending Agreement.
Total Voting Rights
The total number of voting rights in the Company remains unchanged. The figure of 91,741,361 may be used by shareholders in the Company as the denominator for calculations to determine if they have a notifiable interest in the share capital of the Company under the Disclosure Guidance and Transparency Rules, or if such interest has changed.
Directors Participation
As part of the Placing, 428,571 Shares were placed with two Directors of the Company, as set out below:
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Director |
Number of new Shares |
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Marc Sale |
321,429 |
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James Knowles |
107,142 |
Ends
For further information, please contact:
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James Knowles, Executive Chairman |
07488 362641 |
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Marc J Sale, CEO |
07711 093532 |
Novum Securities Limited (Financial Adviser)
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David Coffman/ George Duxberry |
www.novumsecurities.com |
(0)20 7399 9400 |
First Class Metals #FCM – Repayment Of Directors Share Loan. Issue of Shares to Directors
First Class Metals PLC (“First Class Metals” “FCM” or the “Company”), a UK metals exploration company focused on the discovery of economic metal deposits across its extensive Canadian – northwest Ontario, land holding is pleased to announce that it has completed the repayment of the shares loaned to the Company by James Knowles, a director of FCM.
Mr Knowles previously loaned the Company two tranches of shares totalling 9,695,332, as announced on 24November 2023 and 22 February 2024, and consequently 9,695,332 new ordinary shares (“Shares”) have been issued to him today to settle this outstanding position.
Admission and Total Voting Rights
Applications will be made to the FCA and the LSE for Admission of the 9,695,332 Shares, which is expected to be on or around 15 July 2024. These shares rank pari passu with the existing ordinary shares of the Company.
Following Admission, the Company has 91,741,361 Ordinary Shares of £0.001 par value in issue, each with one vote per share (and none of which are held in treasury). The total number of voting rights in the Company is therefore 91,741,361 This figure of 91,741,361 may be used by shareholders in the Company as the denominator for calculations to determine if they have a notifiable interest in the share capital of the Company under the Disclosure Guidance and Transparency Rules, or if such interest has changed.
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1. |
Details of the person discharging managerial responsibilities/person closely associated |
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Name: |
James Knowles |
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Reason for the notification |
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Position/status: |
Executive Chairman |
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Initial notification/Amendment: |
Initial notification |
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3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
Name: |
First Class Metals PLC |
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b) |
LEI: |
894500V981ZTFLGVOZ38 |
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4. |
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
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a) |
Description of the financial instrument, type of instrument: |
Ordinary shares of £0.001 value each
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b) |
Nature of the transaction: |
Issue of Ordinary Shares in Lieu of share loan repayment |
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c) |
Price(s) and volume(s): |
Purchase of shares
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d) |
Aggregated information:
Price(s) and volumes: |
Single transaction as in 4 c) above |
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e) |
Date of the transaction: |
08 July 2024 |
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f) |
Place of the transaction: |
Main Market London Stock Exchange |
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Ends
For further information, please contact:
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James Knowles, Executive Chairman |
07488 362641 |
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Marc J Sale, CEO |
07711 093532 |
Novum Securities Limited
(Financial Adviser)
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David Coffman/ George Duxberry |
www.novumsecurities.com |
(0)20 7399 9400 |
#FCM First Class Metals – ASSET SALES & FUNDING
First Class Metals PLC (“First Class Metals” “FCM” or the “Company”) the UK listed metals exploration company seeking economic metal discoveries across its extensive Canadian, focused in northern Ontario land holdings, is pleased to announce that it has completed the formal sale process of the McKellar & Enable properties to the Seventy Ninth Group Limited (“79th Group”) for a combined figure of £270,000. Coinciding with the sale process, FCM has entered into a twelve month loan of £230,000 with the 79th Group.
Highlights
· McKellar & Enable properties sold for a combined total of £270,000 cash payment.
· Seventy Ninth Resources continue to progress further due diligence over other of FCM assets as previously announced in the news release dated 9 April 2024.
· £230,000 drawdown facility entered into with the Seventy Ninth Group Limited over a 12-month period.
· Funds will be used for general working capital and to advance exploration activities on the remaining FCM properties.
Terms Of Funding
· £230,000 loan facility has been drawn in one single tranche.
· Loan is for a 12-month period on an interest only basis with repayment on 25 May 2025.
· The loan attracts a coupon of 15% and is secured by a Debenture over the assets of First Class Metals PLC.
· No conversion rights into equity.
James Knowles Executive Chairman Commented:
“We are pleased to announce the successful sale of McKellar & Enable properties for a total of £270,000. The sale along with further debt funding from the Seventy Ninth Group whilst they continue to conduct due diligence over other FCM properties is also most welcome. As previously mentioned in the 9 April 2024 news release, our aim is to foster a collaborative working relationship with the 79th Group, benefiting both parties.
The transaction is validation of our early stage ‘incubator’ strategy advancing assets up the value curve resulting in cash without dilution coming onto the balance sheet.
With gold prices consolidating near all-time high levels, the portfolio of assets held by First Class Metals is highly attractive for further development. The favourable market conditions for precious metals, combined with the region’s rich mining history and abundant mineral resources, represent significant upside potential for our assets. Our commitment to advancing these projects, unlocking their value, and ensuring the long-term success of First Class Metals remains resolute.’
Natalie Bellis CEO, Seventy Ninth Resources commented:
“The concession acquisitions of McKellar and Enable are significant milestones and an exciting step towards building a pipeline of quality, data-verified exploration projects in Canada, particularly as we prepare to list on the TSXV.
“Another exciting aspect is that one of the concessions includes base metals such as zinc and copper, which comes at a time when we are starting to explore opportunities around other metals alongside gold, including manganese and lithium.
“This latest acquisition aligns with our long-term strategy to expand our mining exploration footprint across a number of territories across the globe. We look forward to building on our successful partnership with First Class Metals PLC. “
Seventy Ninth Resources Limited
Seventy Ninth Resources, a division of the Seventy Ninth Group, is an award-winning asset management company founded by entrepreneur Dave Webster and his two sons, Jake and Curtis Webster. Seventy Ninth Resources holds a unique and advantageous position in the natural resource sector, specialising in the acquisition, management, and development of desirable assets.
Seventy Ninth Resources has been unlocking the potential of the natural resources sector within the Republic of Guinea since 2011. With 15 employees in the operational in-country team, the company’s extensive presence in the Republic of Guinea has allowed them to cultivate trusted relationships with local communities. Through these relationships, they gain unique access to acquire land in areas with significant potential for gold and diamond mining. The company’s hands-on approach has enabled Seventy Ninth Resources to pair local knowledge with industry expertise.
The developed board and in-country team for Seventy Ninth Resources includes world-class experienced geologists, field consultants, and ESG specialists, working alongside our industry leading partners, SRK Exploration Services and The MSA Group, in executing specific and focused exploration on assets.
Ends
For further information, please contact:
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James Knowles, Executive Chairman |
07488 362641 |
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Marc J Sale, CEO |
07711 093532 |
Novum Securities Limited (Financial Adviser)
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David Coffman/ George Duxberry |
www.novumsecurities.com |
(0)20 7399 9400 |
#FCM First Class Metals PLC – Grant Receipt, Tax Refund & Kerrs Gold Exclusivity
First Class Metals PLC (“First Class Metals” “FCM” or the “Company”) the UK listed metals exploration company seeking economic metal discoveries across its extensive Canadian, focused in north west Ontario land holdings, is delighted to announce the following update in regard to the Ontario Junior Exploration Program (OJEP) Grant, Canadian Goods and Services Tax/Harmonized Sales Tax credit and an Exclusivity over the Kerrs Gold Property.
Highlights
- First Class Metals (FCM) has signed an exclusivity agreement with a Canadian vendor for the Kerr’s Gold Project in Northeastern Ontario. This project holds a historic resource estimate of 386,467 Oz (ounces) of Au (gold) as per the NI-43-101 standard
- CAD$200,000 OJEP Grant received from the Canadian Ministry of Mines for the Zigzag lithium & critical metals property.
- Goods and Services Tax (GST) /Harmonized Sales Tax (HST) credit for the year ending 2023. The amount received totalled CAD$212,780.03.
James Knowles Executive Chairman Commented:
“We are pleased to have swiftly completed the necessary paperwork that enabled the release of the grant funding for our Zigzag project from the OJEP team. Our dedicated geology team (Emerald Geological Services) in Canada demonstrated professionalism and worked diligently to ensure the documentation was completed promptly, aligning with the timelines for payment release by the Canadian Fiscal Year end on March 31, 2023.
Additionally, we are pleased to receive a GST/HST refund of $212,780.03 for the full year 2023. This refund further strengthens our financial position and provides us with confidence to pursue opportunities like the Kerrs Gold Property and the other recent additions to the portfolio. These payments also give us the confidence to start the planned 2024 field work program.
During times of uncertainty and market downturns, such as those we are currently witnessing with junior metal explorer stocks, there is indeed a unique opportunity for strategic investment. First Class Metals recognizes this opportunity and believes in the proactive approach of expanding its portfolio with quality assets available at distressed prices.
Entering into an exclusivity agreement for the Kerrs Gold Property fits this remit. Located in a highly productive gold mining district with numerous active mines, the property’s low-cost entry and substantial NI-43-101 historic reportable resource of 386,467 ounces of gold make it an incredibly exciting prospect, especially with the price of gold continuously reaching new all-time highs.
By capitalising on the market turbulence and acquiring undervalued assets, First Class Metals can fortify its portfolio and position itself for future growth. This approach allows the Company to benefit from potential appreciation in asset value as market conditions stabilise and improve.
Furthermore, First Class Metals understands the importance of divestment in a well-managed portfolio. When the time is right by selectively divesting certain assets, the Company can generate capital and maximise returns on investment. This disciplined approach to divestment ensures that First Class Metals remains agile and focused on maintaining a strong and balanced portfolio.”
OJEP Grant
FCM announced on the 120 March RNS we had been awarded a $200,000 grant from the OJEP Fund for work completed on the Zigzag property, we are pleased to confirm these funds have now been received. 1polaris.brighterir.com/public/first_class_metals/news/rns/story/ry7ooyr
GST/HST Refund 2023
We have received a GST/HST tax refund for the year ended 2023 for CAD$212,780.03. Goods and Services Tax (GST)/Harmonized Sales Tax (HST) is the Canadian direct equivalent of Value Added Tax (VAT) in the United Kingdom. This refund relates to the entire year of 2023.
Kerrs Gold Exclusivity
FCM has signed a thirty day exclusivity agreement and is currently in the process of finalising commercial terms with a Canadian vendor in respect of an ‘earn in’ to acquire 100% of the Kerrs Gold Property located in the Larder Lake Mining Division of Northeastern Ontario. The property holds a resource estimate of 386,467 Oz Au resource as per an historical NI-43-101 standard.
Ends
For further information, please contact:
| James Knowles, Executive Chairman | JamesK@Firstclassmetalsplc.com | 07488 362641 |
| Marc J Sale, CEO | MarcS@Firstclassmetalsplc.com | 07711 093532 |
Novum Securities Limited
(Financial Adviser)
| David Coffman/ George Duxberry | www.novumsecurities.com | (0)20 7399 9400 |
First Class Metals #FCM – Placing of 10,050,000 ordinary shares of £0.001 each in the capital of the Company to raise £603,000
First Class Metals PLC (“First Class Metals” “FCM” or the “Company”) is a UK metals exploration company focused on the discovery of economic metal deposits across its extensive Canadian – northwest Ontario, land holding is pleased to announce that it has completed a placing of 11,990,665 ordinary shares of £0.001 par value (the “Placing Shares”) at a price of 6 pence per Placing Share (the “Placing Price”), raising gross proceeds of £603,000 and satisfying fees of £48,000
The Placing Price represents a 16% discount to the mid-market closing price of the Company’s shares on 21 November 2023, the date of the arrangement of the Placing. No warrants are being issued in connection with this placing.
Clear Capital Markets Limited & First Equity Limited acted as placing agents in respect of the Placing.
Use of Proceeds
· Development of a drill program at the highly prospective Zigzag lithium/Critical Metals Property.
· Full Repayment of the Sanderson Capital Partners Convertible Loan Note (the “CLN”).
The balance of the placing proceeds will primarily be used to develop a drilling program at the Company’s Zigzag lithium/Critical Metals property in Northern Ontario. Further details of the intended work will be released shortly.
The Company intends to repay in full the CLN, which stands at £500,000 drawn.
Background
With the recent granting of the Enable and McKellar Exploration Permits, the Company controls six permitted properties in Ontario, Canada, encompassing nearly 200km² of land. Within this area, the Company has identified priority drill targets of robust prospectivity across each of our properties, holding what is believed to be significant potential for exploration and discovery.
Considering the current climate in terms of timescales, efforts, and physical costs involved in obtaining permits, the Company believes that having six fully permitted properties is a significant advantage. These properties are either already drill ready or in the process of becoming so (some of which are true ‘District-Scale’ size), providing the Company with substantial flexibility moving forward. This level of readiness allows the Company to capitalize on opportunities efficiently and adapt to changing market conditions. The Board expects that this portfolio of permitted properties will position the Company for success and maximize its potential for future growth.
The initial focus of the Company post this fund-raising will be on advancing exploration activities on the highly prospective Zigzag lithium/Critical Metals property. Currently, the Company has channel sample assays pending, which will provide valuable data to plan its next steps. Additionally, the Company is working on formulating further operations on this property, with plans to commence drilling activities during the upcoming winter period. The Company is committed to unlocking the potential of the property and is excited about the opportunities that lie ahead.
Director’s-Stock Lending Agreement(s)
The Company does not presently have sufficient headroom to enable the issue and admission of the Placing Shares which are required to be issued pursuant to the placing without the production of a FCA approved prospectus. The Company is therefore proposing that the directors, James Knowles and Ayub Bodi, each loan a number of shares amounting, in aggregate, to the Placing Shares, to the Company by means of a share loan agreement (the “Share Lending Agreement”), to facilitate the placing of the Placing Shares by the Company. This loan involves no consideration being paid or security granted to James Knowles or Ayub Bodi, other than the fee charged under the Share Lending Agreement, described below.
The placing of the Placing Shares is expected to be completed on or around 30 November 2023.
The Share Lending Agreements provide for the allotment of an aggregate of 11,990,665 new ordinary shares in the Company to James Knowles & Ayub Bodi by 30 June 2024 to replace the shares loaned in terms of the Share Lending Agreement.
A fee, equal to 8.25% per annum of the values of the Placing Shares on the day of Placing will be charged on each loan, pro-rata for the period of the loan, which will be paid in cash unless, if agreed between the Company and the relevant director that such fee should be satisfied by the allotment of ordinary shares in the Company.
Related Party Transaction
James Knowles and Ayub Bodi are directors of the Company. The Share Lending Agreement is considered to be a related party transaction (the “Related Party Transaction”).
Marc Sale, Marc Bamber and Andrew Williamson, being the independent directors for the purpose of this Related Party Transaction consider that the terms and conditions are fair and reasonable.
James Knowles, Executive Chairman of First Class Metals PLC Commented:
“We decided as a board it was necessary to take advantage of this opportunity in what is an otherwise difficult and extremely competitive market to raise funds to enable the development of the high impact first drill program on the Zigzag lithium/Critical Metals Property and also repay the outstanding CLN.
As a company, we understand the importance of maintaining a strategic balance between developing our highly prospective portfolio and effectively managing our available financial resources. We aim to advance our projects to a stage where they become conducive to monetise. This approach ensures that we maximize the potential of our portfolio while optimizing resource allocation. We are dedicated to carefully navigating this balance and strategically driving our company’s growth and success.
I am pleased to be able to assist the company at this time by loaning a significant portion of my holdings to First Class Metals. By doing so, I willingly accept the commercial risk associated with this transaction. My decision to make this loan stems from my utmost confidence in the assets held by First Class Metals, as well as the exceptional capabilities of our operational team. I firmly believe that through their expertise and dedication, we will achieve success and deliver value for all stakeholders involved.
Furthermore, at this point, the Share Loans will reduce the impact of dilution for all shareholders until the Company is in a position to allot new shares to return the loan and allows all shareholders to benefit from any potential uplift when we have tangible results published, from our more advanced projects.”
Issue of Fee Shares
In addition, 1,940,665 Placing Shares are being placed with various professional partners, including Sanderson Capital Partners (who have now made a new small non-dilutive working capital facility available to the company), to satisfy fees due in connection with the fundraise and also to satisfy outstanding professional fees from parties who have opted to take payment in shares over a cash payment. We welcome this commitment to the Company.
For Further Information:
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James Knowles, Executive Chairman |
07488 362641 |
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Marc J Sale, CEO |
07711 093532 |
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Ayub Bodi, Executive Director |
07860 598086 |
First Equity Limited
(Financial Adviser & Broker)
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Jonathan Brown |
0207 3742212 |
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Jason Robertson |
0207 3742212 |
Clear Capital Markets Limited
(Placing Agents)
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Bob Roberts |
0203 8696081 |