Strategic Financing and Business Update

Strategic Financing and Business Update

ECR Minerals plc

17 December 2018

ECR MINERALS plc

(“ECR Minerals”, “ECR” or the “Company”)

STRATEGIC FINANCING AND BUSINESS UPDATE

ECR Minerals plc (LON:ECR) the precious metals exploration and development company is pleased to announce details of a strategic financing and business update for shareholders.

Highlights:

• ECR Minerals has secured a strategic financing raising £680,000 through the issue of 97,142,857 new ordinary shares at 0.70p per share (“Financing Shares”);
• Allowing for the existing cash at bank and the funds raised today, ECR has sufficient working capital against enhanced operational plans, until at least Q2 2020;
• Each strategic financing share has a warrant attaching to subscribe for a further new ordinary share in ECR Minerals plc at a price of 1.125p within two years of the admission date of the above financing shares resulting in the issue of 97,142,857 1.125p warrants;
• Should all warrants be converted this financing would generate in excess of £1.77m before expenses for the Company;
• In addition, the directors of the Company (David Tang and Craig Brown) would like to subscribe a combined total of £20,000 in addition to the above on the same terms as the Placing, subject to the outcome of regulatory approval. A further announcement will be made if they proceed;
• Should the 5 day volume weighted average share price (“VWAP”) of ECR exceed 5.0p (five pence) the Company will have the right to accelerate conversion of any outstanding warrants;
• The additional funds raised will be primarily applied to expansion of Australian operations including:
  • Additional extensive exploration programmes at the Company’s gold projects in Victoria Region;
  • This will include 4,000 metres of reverse circulation drilling at Blue Moon, Creswick and Black Cat prospects and 1,400 metres of scout drilling at Avoca prospect;
  • Review and due diligence of new corporate acquisition or business development opportunities in strategic and precious metals in Victoria and elsewhere in Australia.
• Further updates to the market will be provided in the near term regarding the above Australian operational activities. In addition, following a further positive board visit to Argentina just completed, the Company expects to provide an update on Argentinian activities and opportunities, early in the new year.

Craig Brown, Chief Executive Officer of ECR Minerals plc, commented: “I am pleased to announce this additional financing which adds to the money raised in July and considerably bolsters our balance sheet working capital at a key time for the ECR business.

Market conditions in the resource sector have been challenging in the latter half of 2018, for companies of our size and we believe the ability to source additional financing at this time is a validation of our business model and plans.

ECR is in a financially robust position and can now push ahead with exploration and development across the business. In this regard ECR has a portfolio of projects in Australia which have yielded highly positive exploration results during our 2018 work programmes and deserve a proactive exploration approach.

We believe our gold interests in Victoria region in Australia have been validated by the large licence application submitted by Newmont Mining Pty Limited adjacent to our Bailieston and Moormbool projects. Moreover work at our Creswick project has revealed, through exploration mapping, a large gold system with exciting potential.

We have added additional ground with complementary licence applications recently announced, and we have more opportunities for new licences and new corporate activity to further bolster our business. The extent of our new opportunity pipeline is such that we are taking time to carefully select the primary opportunities.

Notwithstanding challenging conditions of late and what we perceive to be a general retrenchment in activity across the resource sector due to funding limitations, shareholders in ECR can be assured that the Company is well financed and operationally active, and we look forward to updating shareholders in due course on our activities.”

FURTHER INFORMATION

STRATEGIC FINANCING

ECR has secured a strategic financing raising £680,000 through the issue of 97,142,857 new ordinary shares at a price of 0.70p per share to support proactive development of its existing interests and to enable the Company to engage with new opportunities, principally in respect of Australian gold and strategic metal exploration.

Each strategic financing share has a warrant attaching to subscribe for a further new ordinary share in ECR Minerals plc at a price of 1.125p within two years of the admission date of the above financing shares. Should the 5 day VWAP of ECR exceed 5p, the Company will have the right but not the obligation to accelerate the remaining warrants by issuing a 7 day notice of accelerated exercise to warrant holders. Any warrants not exercised after the 7 day notice period would lapse.

In addition, the directors of the Company (David Tang and Craig Brown) have indicated they would like to subscribe a combined total of £20,000 in the Placing, subject to regulatory confirmation. A further announcement will be made if they proceed.

ADMISSION OF STRATEGIC FINANCING SHARES AND TOTAL VOTING RIGHTS

Admission is expected to occur on or around 21 December 2018. Following Admission of the Financing Shares, ECR’s issued ordinary share capital will comprise 442,983,640 ordinary shares of 0.001 pence. This number will represent the total voting rights in the Company, and, following admission of both the placing and subscription shares, may be used by shareholders as the denominator for the calculation by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure and Transparency Rules. The new shares will rank pari passu in all respects with the ordinary shares of the Company currently traded on AIM.

COMPETENT PERSON STATEMENT

The information in this announcement that relates to Exploration Results is based on information compiled by Dr Rodney Boucher of Linex Pty Ltd. Linex Pty Ltd provides geological services to Mercator Gold Australia Pty Ltd, including the services of Dr Boucher, who has a PhD in geology, is a Member and RPGeo of the Australian Institute of Geoscientists and is a Member of the Australian Institute of Mining and Metallurgy. Dr Boucher has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Dr Boucher consents to the inclusion in the announcement of the material based on his information in the form and context in which it appears.

ABOUT ECR MINERALS PLC

ECR is a mineral exploration and development company. ECR’s wholly owned Australian subsidiary Mercator Gold Australia has 100% ownership of the Avoca, Bailieston, Creswick, Moormbool and Timor gold exploration licences in central Victoria, Australia.

ECR has earned a 25% interest in the Danglay epithermal gold project, an advanced exploration project located in a prolific gold and copper mining district in the north of the Philippines. An NI43-101 technical report was completed in respect of the Danglay project in December 2015 and is available for download from ECR’s website.

ECR’s wholly owned Argentine subsidiary Ochre Mining has 100% ownership of the SLM gold project in La Rioja, Argentina. Exploration at SLM has focused on identifying small tonnage mesothermal gold deposits which may be suitable for relatively near-term production.

MARKET ABUSE REGULATIONS (EU) No. 596/2014

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 (MAR). Upon the publication of this announcement via Regulatory Information Service (RIS), this inside information is now considered to be in the public domain.

FOR FURTHER INFORMATION, PLEASE CONTACT:

ECR Minerals plc		Tel: [phone]
David Tang, Non-Executive Chairman
Craig Brown, Director & CEO
Email: [e-mail]
Website: www.ecrminerals.com
WH Ireland Ltd		Tel: [phone]
Nominated Adviser
Katy Mitchell/James Sinclair-Ford
SI Capital Ltd		Tel: [phone]
Broker
Nick Emerson

FORWARD LOOKING STATEMENTS

This announcement may include forward looking statements. Such statements may be subject to numerous known and unknown risks, uncertainties and other factors that could cause actual results or events to differ materially from current expectations. There can be no assurance that such statements will prove to be accurate and therefore actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward looking statements. Any forward-looking statements contained herein speak only as of the date hereof (unless stated otherwise) and, except as may be required by applicable laws or regulations (including the AIM Rules for Companies), the Company disclaims any obligation to update or modify such forward-looking statements because of new information, future events or for any other reason.

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