Exercise of Options and Director Option Update

RNS Number : 0578C

Power Metal Resources PLC

17 February 2022

 

17 February 2022

Power Metal Resources plc ("Power Metal" or the "Company")

Exercise of Options and Director Option Update

Power Metal Resources plc (LON:POW) the London listed exploration company seeking large-scale metal discoveries across its global project portfolio announces an update regarding Company options.

Option Exercise

Power Metal has received notices to exercise options by a former director over 11,113,929 new ordinary shares of 0.1 pence each in the Company ("Option Shares") at an exercise price of 1.0 pence per new ordinary share raising an additional £111,139 for the Company.

Director Option Update

On 15 February 2019 Paul Johnson, Chief Executive Officer of the Company was awarded 13,613,929 options to subscribe for new ordinary shares of 0.1 pence each in the Company at an exercise price of 1.0p ("Director Options").  The Director Options had an expiry date of 15 February 2022.

On 15 February 2022 Paul Johnson was unable to exercise the Director Options being in a close period due to finalisation of the Company's audited financial statements for the year ended 30 September 2021 and due to possession of inside information in relation to the Company's exploration and corporate work activities.

Under the Director Option agreement clause 3.5 states:

"In the event the Option Holder is in possession of relevant price sensitive information or is restricted from dealing pursuant to the provisions of the Market Abuse Regulations or by any other share dealing code, applicable law or regulation and is thereby precluded from exercising the Options or any part thereof immediately prior to the Final Exercise Date, then the Final Exercise Date shall be deemed to be extended until the date which falls 10 business days after the later of the date on which the Option Holder ceases to be an insider or the date on which the close period or other prohibited period ends or is otherwise no longer prohibited."

The Director Options are thereby automatically extended under clause 3.5 as outlined above.

Recognising the level of operational activity and anticipated news flow in the near term it is considered unlikely that the Director Options will be freely exercisable for some time and therefore the Company has agreed that the Director Options may be exercised up to 15 May 2022. All other terms of the Director Options remain unchanged.

Related Party Note

The extension of the Director Options held by Paul Johnson as outlined above, has been treated as a related party transaction pursuant to AIM Rule 13 of the AIM Rules for Companies.

Scott Richardson Brown and Edmund Shaw, being the independent Directors for the purposes of the extension of the expiry date of the Director Options held by Paul Johnson consider, having consulted with the Company's nominated adviser, SP Angel, that the extension of the expiry date to 15 May 2022 of the Director Options held by Paul Johnson to be fair and reasonable insofar as the Shareholders are concerned.

ADMISSION AND TOTAL VOTING RIGHTS

Application will be made for the 11,113,929 Option Shares to be admitted to trading on AIM which is expected to occur on or around 24 February 2022 ("Admission"). The Option Shares will rank pari passu in all respects with the ordinary shares of the Company currently traded on AIM.

Following Admission, the Company's issued share capital will comprise 1,466,953,915 ordinary shares of 0.1p each. This number will represent the total voting rights in the Company and 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.

For further information please visit https://www.powermetalresources.com/ or contact:

Power Metal Resources plc
Paul Johnson (Chief Executive Officer)	[phone]
SP Angel Corporate Finance (Nomad and Joint Broker)
Ewan Leggat/Charlie Bouverat	[phone]
SI Capital Limited (Joint Broker)
Nick Emerson	[phone]
First Equity Limited (Joint Broker)
David Cockbill/Jason Robertson	[phone]

NOTES TO EDITORS

Power Metal Resources plc - Background

Power Metal Resources plc (LON:POW) is an AIM listed metals exploration company which finances and manages global resource projects and is seeking large scale metal discoveries.

The Company has a principal focus on opportunities offering district scale potential across a global portfolio including precious, base and strategic metal exploration in North America, Africa and Australia.

Project interests range from early-stage greenfield exploration to later-stage prospects currently subject to drill programmes.

Power Metal will develop projects internally or through strategic joint ventures until a project becomes ready for disposal through outright sale or separate listing on a recognised stock exchange thereby crystallising the value generated from our internal exploration and development work.

Value generated through disposals will be deployed internally to drive the Company's growth or may be returned to shareholders through share buy backs, dividends or in-specie distributions of assets.

Power Metal Exploration Programmes Underway/Results Awaited

Power Metal has exploration programmes completed or underway, with results awaited, as outlined below:

Project	Location	POW %	Work Completed or Underway	Results Awaited
Alamo Gold Project	USA	Earn-in to 75%	Excavation of multiple test pits and mapping & sampling.	Field and assay results from on-site work programme.
Athabasca Uranium	Canada	100%	Data compilation across uranium properties	Interpretation results from 5 of 7 properties.
Authier North Lithium	Canada	Earn-in to 100%	Soil & rock sampling completed	Interpretation of laboratory assay results of samples collected defining next exploration steps.
Ditau Project	Botswana	50%	Preparatory exploration work underway on target I10 leading to planned accelerated drilling targeting rare-earth elements and base metals	Field programme findings and defined drill targets for near term drilling.
Kalahari Copper Belt	Botswana	50%	Exploration programme underway across the South Ghanzi Project and further exploration at the more recently acquired South Ghanzi Extension and Mamuno licence areas	Field programme findings and defined drill targets for near term drilling.
Molopo Farms	Botswana	53%A	Kavango Option to acquire an interest in local project holding company.  Option fee payable through defined work programme	Results from various work activities underway as part of the Kavango Option.
Tati Gold/Nickel	Botswana	100%	Reverse circulation drill programme completed	Laboratory assay results awaited.
Haneti Project	Tanzania	35%	Diamond drill programme completed	Laboratory assay results awaited.
Selta Uranium Rare Earth Element Project	Australia	83.33B	Geological, geophysical and geochemical review across the project.	Findings of review including confirmation of key targets for next stage exploration.
Victoria Goldfields	Australia	49.9%	Diamond drill programme underway	Field updates and Laboratory assay results awaited.
Wallal Gold/Copper Project	Australia	83.33%B	Passive seismic and 2D seismic processing work programme completed. Review of now completed ground reconnaissance work underway.	Findings from multiple work programmes including target refinement for planned deep diamond drilling.

^A should Kavango exercise their option to acquire Kalahari Key, Power Metal interest would reduce to 40% of the Molopo Farms Complex project

^B   assuming all licences held by URE Metals Pty Limited are granted as outlined in the Company's announcement of 19.11.21 resulting in the issue of First Development Resources Ltd shares to URE vendors

 

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