First Class Metals (LON:FCM) Issue of Equity and Option Agreement Amendments

First Class Metals PLC, the UK metals exploration company focused on district-scale opportunities in tier one jurisdictions, announces the following:

Repayment of Director Share Loan

The Company has allotted 9,500,001 new ordinary shares of £0.001 each (“Ordinary Shares”) to James Knowles, Executive Chairman, in full and final settlement of his director share loan facility. No fees or interest charges have been incurred or accrued in connection with this facility. Following this issuance, all share loan facilities extended by Mr Knowles are now repaid and extinguished in full.

Issue of Equity – Option Agreement Obligations

Pursuant to the option agreements in respect of the Zigzag and Kerrs properties, the Company has issued new Ordinary Shares as follows:

·      1,751,351 Ordinary Shares to Nuinsco Resources in satisfaction of the 2025 option payment due under the Zigzag property agreement.

·      1,630,552 Ordinary Shares to the beneficial owners under the Kerrs property option agreement, in satisfaction of the 2025 option payment.

·      In agreement with the counterparties to the Kerrs option, the Company has accelerated the 2026 and 2027 share-based payments, amounting to a total cash equivalent value of CAD $100,000, which has been satisfied through the issue of 2,580,143 Ordinary Shares. This satisfies all remaining share-based payments under the Kerrs option agreement.

Issue of Equity – Settlement of Professional Fees

The Company has also agreed to settle professional fees of a service provider through the issue of 452,488 Ordinary Shares.

Admission and Total Voting Rights

Application will be made to the Financial Conduct Authority (“FCA”) for admission of the 15,914,535 new ordinary shares to the Official List (Standard Segment), and to the London Stock Exchange for admission to trading on the Main Market for listed securities (together, “Admission”). Admission is expected to occur on or around 16 June 2025.

Following Admission, the Company’s issued share capital will consist of 233,655,896 ordinary shares of 0.1p each, each with one voting right. The Company does not hold any shares in treasury. Therefore, the total number of voting rights in the Company will be 233,655,896. This figure may be used by shareholders as the denominator for calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA’s Disclosure Guidance and Transparency Rules.

This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).

Notification and public disclosure of transaction by person discharging managerial responsibilities

For Further Information:

Engage with us by asking questions, watching video summaries, and seeing what other shareholders have to say. Navigate to our Interactive Investor hub here:

https://fcm-l.investorhub.com/link/MP7o0P

For further information, please contact:

James Knowles, Executive Chair
Email: JamesK@Firstclassmetalsplc.com
Tel: 07488 362641

Marc J Sale, CEO
Email: MarcS@Firstclassmetalsplc.com
Tel: 07711 093532