Update on Acquisition

Technology Minerals PLC

30 October 2023

 

NOT FOR PUBLICATION OR RELEASE IN OR INTO THE UNITED STATES OR AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF IRELAND OR THE REPUBLIC OF SOUTH AFRICA, OR ANY PROVINCE OR TERRITORY THEREOF OR TO OR FOR THE ACCOUNT OF ANY NATIONAL, RESIDENT OR CITIZEN OF THE UNITED STATES OR ANY PERSON RESIDENT IN AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF IRELAND OR THE REPUBLIC OF SOUTH AFRICA.        

The information contained within this announcement is deemed to constitute inside information as stipulated under the retained EU law version of the Market Abuse Regulation (EU) No. 596/2014 (the "UK MAR") which is part of UK law by virtue of the European Union (Withdrawal) Act 2018. The information is disclosed in accordance with the Company's obligations under Article 17 of the UK MAR. Upon the publication of this announcement, this inside information is now considered to be in the public domain. 

30 October 2023

Technology Minerals Plc 

("Technology Minerals" or the "Company") 

Update on Acquisition

Technology Minerals Plc (LSE: TM1), the first listed UK company focused on creating a sustainable circular economy for battery metals, is pleased to announce an update in respect of the proposed acquisition of the remaining issued share capital of Recyclus Group Limited ("Recyclus") (the "Proposed Transaction") details of which were announced on 19 October 2022. The Company currently holds 48.35% of the issued share capital of Recyclus.

Highlights

·    Proposed Transaction expected to be completed in early Q1 2024

·    The Company's name will change to Recyclus Group plc, subject to completion

·    Combining Recyclus with Technology Minerals will accelerate the strategy to create a circular economy for battery metals

·    Since the Proposed Transaction was announced, Recyclus has achieved significant milestones:

o  Both battery recycling plants now fully licensed

o  Li-ion facility is operational with feedstock arriving on site and will steadily build its production volumes

o  Commercial activity also expected to commence at lead acid plant by Q1 2024, post completion of commissioning phase

The Proposed Transaction is progressing well and is expected to be completed in early Q1 2024. The acquisition will be finalised on terms that will be materially the same as those outlined in the Company's announcement on 19 October 2022. The Company is progressing with the Financial Conduct Authority ("FCA") and is in the final stages of obtaining approval for the publication of the Prospectus.

Under the UK Listing Rules, the Proposed Transaction will constitute a Reverse Take Over. The Board has decided, subject to completion, to change the name of the Company from Technology Minerals Plc to Recyclus Group plc with the ticker RG1, which reflects the focus of the combined business.

Recyclus has secured approval from its board and agreement in principle from its shareholders for the Proposed Transaction, which remains subject to formal shareholder approval by Technology Minerals shareholders at a General Meeting. The Company expects to issue a Notice of General Meeting to its shareholders on publication of the Prospectus. The Company will update shareholders, as to further progress made in relation to the Proposed Transaction in due course.

Recyclus' first Li-ion plant, based in Wolverhampton, is already operational and will be steadily building the volume of production over the next year. Recyclus' first lead acid plant in Tipton has entered a four-month commissioning phase after receiving the final required licence from the Environment Agency. With the Li-ion plant operational and commercial activity set to commence in Q1 2024 at the lead acid facility, the Board expects Recyclus to steadily build positive cash flows as it increases the volumes of production at the respective plants.  

James Cable, Chief Financial Officer of Technology Minerals, said: "It is pleasing to see the significant progress over recent months both in the operations of Recyclus and with the Proposed Transaction, with both parties committed to completing the transaction in early Q1 2024.  

"Recyclus has taken tremendous strides forwards in recent months with the Wolverhampton Li-ion battery recycling plant now operational, feedstock arriving at the site, and set to generate cashflows. In addition, the Tipton lead acid plant is expected to be fully operational and begin commercial activity in Q1 2024. To have both plants operating and generating revenues by Q1 2024 puts Recyclus in a far stronger position and provides an excellent foundation for sustainable long term growth.

"Integrating Recyclus with Technology Minerals pushes forwards our twin-track strategy to create a circular economy for battery metals through both the raw material supply, and the reprocessing and re-use of end-of-life batteries."

Related Party Transactions

Robin Brundle, Executive Chairman, and Alexander Stanbury, Chief Executive Officer, each hold shares in Recyclus and Lester Kemp, Chief Operating Officer holds share options in Recyclus; therefore, the Proposed Transaction is a related party transaction under Disclosure and Transparency Rule 7 ("RTP"). The Board has established procedures to ensure that RTPs are approved by independent board members. Accordingly, the directors of the Company, other than Robin Brundle, Alexander Stanbury and Lester Kemp (the "Independent Directors") have approved the Proposed Transaction and have appointed a committee comprising three Independent Directors to oversee the Proposed Transaction.

Enquiries

Technology Minerals Plc
Robin Brundle, Executive Chairman Alexander Stanbury, Chief Executive Officer	c/o [phone]
Oberon Investments Limited
Nick Lovering, Adam Pollock	[phone]
Gracechurch Group
Harry Chathli, Alexis Gore, Rebecca Scott	[phone]

Technology Minerals Plc 

Technology Minerals is developing the UK's first listed, sustainable circular economy for battery metals, using cutting-edge technology to recycle, recover, and re-use battery technologies for a renewable energy future. Technology Minerals is focused on raw material exploration required for Li-ion batteries, whilst solving the ecological issue of spent Li-ion batteries, by recycling them for re-use by battery manufacturers. Further information on Technology Minerals is available at  www.technologyminerals.co.uk.   

Recyclus Group Ltd  

The demand for the raw materials used in battery manufacturing is anticipated to increase substantially. Recyclus Group provides a national recycling initiative that supports the transition to carbon neutrality. Recyclus Group's battery recycling capacity will prove essential in the shift from fossil fuels to electric transportation. Through its strategic support from Technology Minerals, Recyclus is an integral component to the recycling of Li-ion and lead acid batteries and is a significant contributor towards the circular economy of battery metals. Further information on Recyclus Group is available at www.recyclusgroup.com.

 

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