Acquisition of Namibia Uranium and £1.7m Placing

Arkle Resources PLC

29 January 2026

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU) 596/2014 (AS AMENDED) AS IT FORMS PART OF THE DOMESTIC LAW OF THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (AS AMENDED). UPON PUBLICATION OF THIS ANNOUNCMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

29 January 2026

Arkle Resources PLC

("Arkle" or the "Company")

Acquisition of Namibia Uranium Pty Ltd

Over-Subscribed Placing and Subscription to raise £1.7 million

Appointment of New Directors

Arkle (AIM: ARK) is pleased to announce the acquisition of an 85% interest in Namibia Uranium Pty Ltd ("Namibia Uranium") for a total consideration of £2.032 million (the "Acquisition"), payable through a combination of cash and new ordinary shares, and a placing and subscription to raise £1.7 million through the issue of 425,000,000 ordinary shares of €0.0025 each ("Ordinary Shares") ("Fundraise Shares") at price of 0.4p per ordinary share ("Issue Price") (the "Fundraise"). The Fundraise was significantly over-subscribed.

The Fundraise Shares comprise 323,750,000 Ordinary Shares ("Placing Shares") issued pursuant to the placing (the "Placing") and 101,250,000 Ordinary Shares ("Subscription Shares") issued pursuant to the subscription (the "Subscription").

Key Highlights

·    Acquisition of Namibia Uranium which holds four Exclusive Prospecting Licences ("EPLs") in the Erongo Region of Namibia

·    EPLs are adjacent to three major uranium deposits, Trekkopje, Marenica and Rossing

·    Recent processing and interpretation of regional airborne radiometric data undertaken by Namibia Uranium identified significant uranium anomalies on all four EPLs, which have been sampled in 2025 confirming uranium at surface up to 3,855 parts per million ("ppm") U₃O₈

·    Arkle believes the beginning of a sustained global nuclear expansion cycle is underway, and both uranium spot market and long-term contract prices will remain robust

·    Namibia is a recognised tier-one supplier to global utilities and the world's third largest uranium producer

·    The transaction positions the Company as a strong platform for uranium exploration and development in the London market

·    The Placing will fund a significant 2026 work programme: including ground and airborne geophysics, mapping, and up to 4,000 meters of reverse circulation ('RC') drilling

·    The Board has appointed Rory Harding as Interim-CEO, Robin Birchall as Non-Executive Director, and Mark Burnett as a Strategic Adviser, with immediate effect

John Teeling, Executive Chairman of Arkle, said: "We are very pleased to have concluded the acquisition of these highly prospective uranium assets in Namibia, alongside completing a concurrent financing of £1.7 million. The Fundraise was significantly oversubscribed which is testament to the quality of these exploration assets, the recognition of Namibia as a tier-one uranium jurisdiction and the exciting fundamentals of the uranium market. We are delighted to welcome Rory, Mark and Robin to the Arkle team and look forward to working with them going forward."

Acquisition Rationale

Arkle is actively developing a geographically diversified portfolio across key commodities where it sees the potential for sustained robust demand and pricing in world-class jurisdictions. This new acquisition will position Arkle for UK and Irish investors seeking uranium exposure in one of Africa's key uranium belts, in proximity to some of the world's largest uranium producers.

The Directors consider Namibia to be a highly prospective uranium jurisdiction, a globally significant uranium producer and consistently ranking in the top tier on the Fraser Institute's African Mining Index.

Fundraise and Use of Proceeds

The Company has raised £1.7milion (before expenses) which will be utilised as follows:

·    Initial cash consideration to vendors of the Namibia Uranium assets - £375,000

·    Phase 1 exploration work will concentrate mainly on EPL 8995 and EPL 8290 and will include a horizontal loop electromagnetic ('HLEM') survey, an airborne radiometric and magnetic survey, downhole logging of historical drill holes and additional sampling activities - £375,000

·    Phase 2 exploration work will focus on targets developed from Phase 1 and will include detailed mapping, up to 4,000m of Reverse Circulation drilling and an updated NI 43-101 technical report. Phase 2 will also include further geophysical surveys over EPL 8298 and EPL 7986 - £525,000

·    Working capital and transaction costs - £425,000

About Namibia Uranium

The Company has acquired Namibia Uranium which holds four EPLs in Namibia, one of which is contiguous to the Marenica deposit, two of which are contiguous to the Trekkopje deposit, and one licence which is contiguous to the producing Rössing Mine. Access to the licences is excellent, with easy access to all parts of the property across the gravel plains of the desert lands, and climate conditions are conducive to year-round operations.

The Licences are directly contiguous to three world-class uranium deposits:

i.      Trekkopje (Orano) - 340 Mt @ 120 ppm U₃O₈ - one of the most significant calcrete-hosted uranium deposits globally

ii.     Rössing (CNNC) - 23.8Mt @ 330ppm U₃O₈ - one of the world's largest alaskite-hosted uranium deposits, currently producing over >6 Mlb per annum U₃O₈ with over 300 Mlb historic production

iii.    Marenica (Elevate Uranium) - 61.3 Mlbs U₃O₈ @ 93 ppm U₃O₈

Uranium mineralisation in the Trekkopje/Marenica portion of the project area is the product of uranium fixation within calcrete deposits.  Data from the adjacent properties indicates that uranium mineralisation typically outcrops/subcrops at surface and may extend to depths of up to 30 meters.

In January 2025, a sampling programme was carried out comprising of 178 samples taken from small pits dug to depths of 0.35 to 0.5 metres.

EPL	Mineralisation	Uranium Values	Comments
8995 and 8290	Calcretes	Up to: 2,782 ppm U308 Mean: 238 ppm U308 (55 samples)	Sampling confirmed surficial uranium on all areas surveyed
	Alaskite (TBC)	Up to 3,855 ppm U308 Mean: 197 ppm U308	The field programme yielded strong indications of the presence of basement highs representing potential alaskite mineralisation surrounding Trekkopje's large paleo channel systems
7986	Alaskite	500 to 2,923 ppm U308 across multiple samples	Adjacent to Rössing and located on the same domal structure and mineralisation

Samples were delivered to ACTLabs preparation facility in Okahanja, Namibia and pulps were then transferred by the laboratory to their main facility in Ancaster, ON Canada.  The samples were analyzed using ACTLabs ME-MS61U package, a multi-element ultra trace method, with a 4-acid digestion on a 0.25g split analyzed via ICP-MS and ICP-AES. Chris M. Healey P.Geo., geological consultant to Oakridge Vision Ltd and Namibia Uranium, observed the collection of the samples and provided advice to the field crews on sample collection and handling procedures.

About the Uranium Market

The fundamentals of the uranium market are compelling, given they are underpinned by tightening supply and steadily rising demand. Years of underinvestment, mine closures, and disciplined producer behaviour have constrained primary supply just as utilities are returning to long-term contracting. At the same time, global demand is being reinforced by nuclear power's role in energy security and decarbonisation, with reactor life extensions, new builds, and emerging technologies like small modular reactors ("SMRs") adding durable, long-dated demand. The U₃O₈ price has started to respond positively as the supply/demand imbalance has become more widely recognised, and it is the Company's view that the beginning of a sustained global nuclear expansion cycle is underway, and both uranium spot market and long-term contract prices will remain robust.

Consideration

Consideration for the Acquisition is being satisfied by the issue of a total of 305,000,000 new Ordinary Shares (the "Consideration Shares") and a total cash consideration of £812,000 payable as follows: 

o  £375k payable on completion of the transaction 

o  Deferred cash consideration payable as follows*: 

§ £242k payable on or before 31 December 2026; and 

§ £195k payable on or before 31 December 2027

o  Of the 305,000,000 Consideration Shares, 117,500,000 will be issued to Oakridge Vision Ltd to acquire its option over the 85% interest in Namibia Uranium, and 187,500,000 Consideration Shares will be issued to Aron Haludilu, (the shareholder of Namibia Uranium) for his 85% interest in Namibia Uranium.

* £390k of the deferred cash payable will be accelerated on publication of an inferred mineral resource (NI 43-101 or JORC compliant) of at least 20 million lbs U₃O₈ @ a minimum grade of 120 ppm U₃O₈.

The Consideration Shares will be subject to a lock-in from admission to trading on AIM with 50% of the Consideration Shares subject to a lock-in of 12 months and 50% of the Consideration Shares subject to a lock-in of 18 months.

Issue of Adviser Shares

The Company has also issued 7,500,000 Ordinary Shares ("Adviser Shares") to an adviser in connection with the transaction.

Director Participation and Related Party Transaction

John Teeling and David Cockbill, both Directors of the Company, have participated in the Fundraise as follows:

	Number of Subscription Shares subscribed for	Resultant shareholding	% of enlarged share capital
John Teeling	3,437,500	63,718,035	4.43%
David Cockbill	3,125,000	29,893,741	2.04%

The participation of John Teeling and David Cockbill in the Placing is a related party transaction for the purposes of AIM Rule 13 of the AIM Rules for Companies. The Director independent of the Placing (being Jim Finn) considers, having consulted with SP Angel Corporate Finance LLP, the Company's Nominated Adviser, that the participations in the Placing by Mr Teeling and Mr Cockbill are fair and reasonable in so far as Arkle's shareholders are concerned.

Admission and Total Voting Rights

An application will be made to the London Stock Exchange for 737,500,000 Ordinary Shares, comprising the Fundraise Shares, Consideration Shares and Adviser Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective and that dealings in the new Ordinary Shares on AIM will commence on or around 3 February 2026.

In accordance with the FCA's Disclosure Guidance and Transparency Rules, the Company confirms that on completion of the Placing and Acquisition, and following Admission, the Company's enlarged issued ordinary share capital will comprise 1,468,977,664 Ordinary Shares.

The Company does not hold any ordinary shares in Treasury. Therefore, following Admission, the above figure may be used by shareholders in the Company as the denominator for the calculations to 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.

Information on New Directors and Advisers

Rory Harding (Interim-CEO) and Robin Birchall (Non-Executive Director) have been appointed to the board of Arkle with immediate effect. Mark Burnett has been appointment as Strategic Adviser.

Mr Harding is an emerging markets specialist with experience in energy, mining and investment banking and adviser to London merchant bank Strand Hanson. He is the co-founder and asset originator for multiple publicly-listed mining companies, most recently Electrum Discovery (TSXV:ELY). Mr Harding formerly worked in energy trading and has extensive operational experience in Africa, including in Namibia.

Mr Birchall has more than 25 years of experience in the financing and management of resource companies. Mr Birchall is current CEO of Oscillate plc, an Africa-focused copper developer, was formerly Chairman of Evolution Energy Minerals Ltd, CEO at Giyani Metals Corp and Non-Executive Director of Helium One.

Mr Burnett is Director of Mining Investments at RAB Capital, a leading mining specialist investor in London, with over 10 years investing and corporate finance experience in extractive industries across North America, Australia and Europe. He is an Executive Director of Strategic Minerals plc and a Non-Executive Director of Guardian Metal Resources plc.

Schedule 2(g) Information on New Directors

The following disclosures are made pursuant to Schedule 2(g) of the AIM Rules for Companies:

Rory John Harding, aged 40, currently holds or has held the following directorships in the past five years:

Current	Past five years
American Renaissance Resources LLC	NeoGreen Hydrogen Corp
Reston Energy Trading Ltd	Oxley River Capital Pty Ltd
Onyofi Capital Pty Ltd	Aurous Resources Inc
Patina Minerals Doo	Balkan Metals Corp
Oakridge Vision Ltd	Strand Hanson Guyana Ltd
	Oryx Services Namibia Pty Ltd
	Molecula Prospera Lda
	Elipse Fidalga Lda
	Inside Theory Lda

As a result of the transaction, Mr Harding, through related parties, will be issued with 56,400,000 Consideration Shares and will be subscribing for 18,750,000 shares in the Placing. Mr Harding's resulting holding in the Company will be 75,150,000 Ordinary shares representing 5.12% of the enlarged issued share capital.

Robin Jonathan Eckford Birchall, aged 55, currently holds or has held the following directorships in the past five years:

Current	Past five years
Oscillate plc	Evolution Energy Metals Limited
	Awale Resources Limited
	Georgetown Real Estate Company
	Giyani Metals Corp
	Helium One Global Limited

As a result of the transaction, Mr Birchall will be issued with 11,750,000 Consideration Shares. Mr Birchall's resulting holding in the Company will be 11,750,000 Ordinary Shares representing 0.80% of the enlarged issued share capital.

Other than those as described above, no other disclosures in relation to Messrs Harding and Birchall are required under Rule 17 and Schedule 2(g) of the AIM Rules for Companies.

Information in this announcement relating to the exploration results is based on data reviewed by Chris M. Healey, P.Geo., a consultant to Oakridge Vision Ltd and Namibia Uranium Pty Ltd. Mr Healey holds a Licence to Practice as a Professional Geoscientist, issued by Engineers and Geoscientists British Columbia (Licence number 36477), has in excess of 50 years' experience in mineral exploration and is a Qualified Person under the AIM Rules. Mr Healey consents to the inclusion of the information in the form and context in which it appears.

Enquiries:

Arkle Resources PLC
John Teeling, Chairman	[phone]
Jim Finn, Finance Director	[phone]
Rory Harding, Interim CEO	[phone]
SP Angel Corporate Finance LLP Nominated Adviser & Joint Broker
Matthew Johnson	[phone]
Adam Cowl
Charlie Bouverat
First Equity Limited
Joint Broker
Jason Robertson	[phone]
BlytheRay
Megan Ray	[phone]
Teneo
Luke Hogg	[phone]
Molly Mooney
Ciara McNamee

Dealings by Persons Discharging Managerial Responsibilities

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	1)    John Teeling 2)    David Cockbill
2	Reason for the notification
a)	Position/status	1)    Executive Chairman 2)    Non-Executive Director
b)	Initial notification /Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Arkle Resources plc
b)	LEI	213800CTOO8MOLMNEQ44
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	Ordinary Shares of €0.0025 each.
	Identification code	ISIN: IE00B2357X72
b)	Nature of the transaction	Participation in Fundraise
c)	Price(s) and volume(s)		Director Price Volume John Teeling       0.4p 3,437,500 David Cockbill 0.4p 3,125,000
d)	Aggregated information
	- Aggregated volume	N/A
	- Price	0.4 pence
e)	Date of the transaction	29 January 2026
f)	Place of the transaction	Off-market

 

END