Acquisition of Parthian Resources Pty. Ltd., Au...

18 March 2019

Panther Metals PLC

(“Panther” or the “Company”)

Acquisition of Parthian Resources Pty. Ltd., Australia

Panther Metals PLC (NEX:PALM), is pleased to announce, further to the announcement of 17 December 2018, the completion of  the acquisition of all the issued shares in Parthian Resources Pty. Ltd. (“Parthian”) in Australia. As a result, Parthian has now become a wholly-owned subsidiary of Panther.

Further details on Parthian can be found in the announcement dated 17 December 2018.

Darren Hazelwood, Chief Executive Officer, commented:

“We are delighted to announce the completion of the Parthian Resources acquisition. The deal constitutes an essential step forward in the execution of our business plan to move into Australia. The Parthian acquisition helps to fast-track our entry into this world-class mining jurisdiction and provides for an established corporate and banking structure in Perth.

I would like to welcome on to our shareholder register a network of well-known professionals within the Western Australian mining and finance community. We will be able to leverage their local expertise as we advance the business and look to take advantage of the attractive mining-friendly business climate that exists in Australia.

We have a very clear vision for our Australian business and have initiated the process of securing potential targets. At this time, our Australian subsidiary is sufficiently financed for the completion of at least one project acquisition, without recourse to supportive funding from Panther.  We look forward to updating the market in due course.”

Deal Terms

Upon completion of the acquisition Parthian will become a 100% owned subsidiary of Panther, through the issue and in-specie distribution of new fully-paid shares in Panther such that Parthian shareholders will own 16.1% of the enlarged share capital of the Company. Panther will issue 99,151,250 shares, post-completion. The additional 1.1% over the proposed 15% share of enlarged capital, announced 17 December 2018, results from work undertaken and financed in Australia on behalf of Panther by Parthian. The new shareholders are subject to an orderly share sale agreement.

Parthian will now become a wholly-owned operating subsidiary of Panther in Australia and will change its name to Panther Metals Pty. Ltd., accordingly. In addition, the new board of Panther Metals Pty. Ltd. will be appointed by Panther Metals. 

As an existing shareholder and director of Parthian, Dr. Kerim Sener, non-executive Chairman of Panther, has abstained from any decisions associated with this transaction.  On completion, Dr. Sener will own 34,615,902 ordinary shares in the Company, representing approximately 5.6% of the total ordinary shares in issue. 

All ordinary shares will be issued on or before 23^rd March 2019 and following the issue there will be 615,756,250 ordinary shares in issue.

The Directors of the Company accept responsibility for the contents of this announcement.

For further information on the Company:

The Company PANTHER METALS PLC Darren Hazelwood, Chief Executive Officer Mitchell Smith, Chief Operating Officer	www.panthermetals.co.uk + 44 (0)7971 957 685 + 1 [phone] [e-mail]
NEX Exchange Corporate Adviser PETERHOUSE CAPITAL LIMITED Mark Anwyl Guy Miller	[phone]

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Dr. Kerim Sener
2	Reason for the notification
a)	Position/status	PDMR
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Panther Metals plc
b)	LEI	213800FE99O4CN3DJU27
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
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of no par value each in Panther Metals plc  Identification code (ISIN) for Panther Metals plc ordinary shares: IM00BGM0X339
b)	Nature of the transaction	Issue of new Ordinary Shares, pursuant to acquisition, in which the subject is a related party
c)	Price(s) and volume(s)	Price(s) Volume(s) 0.4 pence 34,615,902
d)	Aggregated information - Aggregated volume - Price	N/A
e)	Date of the transaction	15 March 2019
f)	Place of the transaction	NEX Exchange Growth Market