Placing to raise c. £0.6 million
Summary by AI BETAClose X
THIS ANNOUNCEMENT AND THE INFORMATION IN IT IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN, NEW ZEALAND, SINGAPORE OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF EU REGULATION 596/2014 (WHICH FORMS PART OF DOMESTIC UK LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("EUWA")) ("UK MAR"). IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN UK MAR) WERE TAKEN IN RESPECT OF CERTAIN OF THE MATTERS CONTAINED WITHIN THIS ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF INSIDE INFORMATION (AS DEFINED UNDER UK MAR). UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THOSE PERSONS WHO RECEIVED INSIDE INFORMATION IN A MARKET SOUNDING ARE NO LONGER IN POSSESSION OF SUCH INSIDE INFORMATION, WHICH IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
10 August 2026
ECR MINERALS PLC
("ECR Minerals", "ECR" or the "Company")
Placing to raise c. £0.6 million to accelerate Maddens Gold Project towards production
Visible gold, underground development and trial mining programme underpins next phase of operations
ECR Minerals plc (LON: ECR), the gold exploration and development company focused on Australia, announces that it has conditionally raised £636,250 (before expenses) by way of a placing with existing shareholders and other investors (the "Fundraising") of a total of 363,571,430 new ordinary shares of 0.001 pence each in the Company ("Ordinary Shares") at a price of 0.175 pence per new Ordinary Share (the "Issue Price").
The Directors intend that the majority of the net proceeds of the Fundraising will be used to advance ECR's Maddens gold project in Northern Queensland (the "Maddens Gold Project"). ECR has a 50% interest in the Maddens Gold Project. As previously announced by ECR, the Company has advanced several operational and technical workstreams for the development of the Maddens Gold Project, which the Board considers to be ECR's highest-priority gold production opportunity. These activities span underground mine development (the "Maddens Underground Mine"), geological evaluation, processing plant enhancements and preparations for trial alluvial mining, reflecting ECR's strategy of establishing multiple gold production opportunities from a single operating hub.
Specifically the net proceeds of the Fundraising will be applied to:
· ongoing development of the Maddens Underground Mine, where an additional mineralised quartz vein containing visible gold has been identified;
· supporting production of gold extracted from the Maddens Underground Mine, with ore already being stockpiled on the run-of-mine ("ROM") pad ahead of future processing;
· trial alluvial mining within the Brothers Mining Lease area, an area which has already shown encouraging prospecting results, following the redeployment of equipment from Raglan; and
· further exploration work over the Maddens Gold Project, following the recently completed Light Detection and Ranging ("LiDAR") survey, with preliminary interpretation indicating potential extensions of the Maddens mineralised system towards the historic Sisters Mine.
The Directors also intend to apply a portion of the net proceeds of the Fundraising towards ECR's general corporate and working capital requirements. Following completion of the Fundraising, the Board believes the Company will be well funded to execute its planned operational programmes for this year, including advancing the Maddens Gold Project towards production during 2026, while retaining flexibility to pursue additional opportunities as they arise.
Over the medium term, the Directors believe that if there is successful gold production from the Maddens Gold Project, this has the potential to fund a significant proportion of the Company's corporate overheads while supporting further exploration and development across ECR's wider Australian portfolio.
The Fundraising follows a series of recent operational milestones at the Maddens Gold Project, including continued underground mine development, identification of a second mineralised quartz vein containing visible gold, stockpiling of ore ahead of processing and completion of a LiDAR survey that has highlighted further exploration potential across the project area. The Board believes these developments provide a strong platform as the Company advances towards production at the Maddens Underground Mine.
Details of the Fundraising
The Company has conditionally raised £636,250 (before expenses) through the Fundraising through the issue of 363,571,430 new Ordinary Shares at the Issue Price. The new Ordinary Shares will be issued on a non-pre-emptive basis pursuant to the authorities granted to the Board at the Company's annual general meeting held on 27 March 2026.
The new Ordinary Shares, when issued and fully paid, will rank pari passu in all respects with the existing Ordinary Shares in issue and therefore will rank equally for all dividends or other distributions declared, made or paid after the issue of the new Ordinary Shares.
The Issue Price represents a discount of 12.5 per cent. to the closing middle market price of 0.20 pence per Ordinary Share on 7 August 2026, being the latest business day prior to the announcement of the Fundraising.
SI Capital Limited ("SI Capital") acted as the Company's broker in connection with the Fundraising.
Investor warrants and broker warrants
For every new Ordinary Share issued pursuant to the Fundraising, subscribers will receive one warrant allowing the holder to subscribe for an additional new Ordinary Share in the Company at an exercise price of 0.30 pence per Ordinary Share, exercisable within three years of Admission. In aggregate 363,571,430 warrants have been issued pursuant to the Fundraising. The warrants will not be tradeable, nor transferable or CREST-enabled.
In connection with the Fundraising, the Company will issue, on completion of the Fundraising, 7,271,428 warrants to SI Capital (the "Broker Warrants"). Each Broker Warrant entitles SI Capital to acquire one new Ordinary Share exercisable at the Issue Price. The Broker Warrants are exercisable at any time until the third year anniversary of Admission. The Broker Warrants will not be tradeable, nor transferable or CREST-enabled.
Admission and Total Voting Rights
An application will be made to London Stock Exchange plc ("London Stock Exchange") for the 363,571,430 new Ordinary Shares to be admitted to trading on AIM, a market operated by the London Stock Exchange ("Admission") and it is currently anticipated that Admission will become effective, and that dealings in the new Ordinary Shares will commence on AIM, at 8.00 a.m. on or around 14 August 2026. Completion of the Fundraising is conditional on Admission.
Upon Admission, the Company's issued ordinary share capital will consist of 3,965,061,824 Ordinary Shares with one voting right each. The Company does not hold any Ordinary Shares in treasury. Therefore, from Admission the total number of Ordinary Shares and voting rights in the Company will be 3,965,061,824. With effect from Admission, this figure may be used by shareholders in the Company as the denominator for the 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.
Nick Tulloch, ECR's Chairman, commented: "Since ECR's acquisition of Paleogold in May this year, it has become increasingly apparent that the Maddens Gold Project represents the most exciting prospect in ECR's portfolio. With visible gold now apparent in the Maddens Underground Mine, we are expecting production to commence later this year. With the Maddens Underground Mine having historically produced at grades of up to 25g/tonne, there is every reason to be optimistic about how this could be transformational for ECR.
"The Board is always sensitive to shareholder dilution but the potential opportunities at the Maddens Gold Project are too significant to not advance. The additional capital at our disposal will support both production plans at the Maddens Underground Mine and trial alluvial mining at the Brothers Mining Lease area, as well as continuing our exploration of the wider area. To date there has been no systematic exploration across the tenement, and as such, we consider that there is significant upside potential across the Maddens Gold Project beyond the production opportunities already identified."
FOR FURTHER INFORMATION, PLEASE CONTACT:
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ECR Minerals plc |
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Tel: +44 (0) 20 8080 8176 |
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Nick Tulloch, Chairman Andrew Scott, Director |
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Website: www.ecrminerals.com |
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Allenby Capital Limited |
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Tel: +44 (0) 20 3328 5656 |
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Nominated Adviser and Joint Broker Alex Brearley / Vivek Bhardwaj / Nick Naylor (Corporate Finance) Kelly Gardiner (Sales and Corporate Broking)
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OAK Securities Joint Broker Jerry Keen / Robert Bell
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Tel: +44 (0) 20 3973 3678 |
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Axis Capital Markets Limited |
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Tel: +44 (0) 20 3026 0320 |
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Joint Broker |
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Lewis Jones |
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SI Capital Ltd |
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Tel: +44 (0) 1483 413500 |
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Joint Broker |
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Nick Emerson / Keith Swann
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Brand Communications |
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Tel: +44 (0) 7976 431608 |
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Public & Investor Relations |
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Alan Green |
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ABOUT ECR MINERALS PLC
ECR Minerals is a mineral exploration and development company operating through four wholly owned Australian subsidiaries ECR Minerals (Australia) Pty Ltd ("ECR Australia"), ECR Minerals (Queensland) Pty Ltd ("ECR Queensland"), ECR Minerals (Raglan) Pty Ltd ("ECR Raglan") and ECR Minerals (Paleogold) Ltd ("ECR Paleogold").
ECR Paleogold has a 50% interest in the Maddens Gold Project in Northern Queensland, which includes the Maddens Underground Mine where work is underway for production this year. It also has a 20% interest in the Salt Bush shallow open cut mining project in South Australia where preparations are underway for production which is expected to commence around mid-2027. ECR Paleogold also owns 80% of the Tuckanarra exploration project in Western Australia.
ECR Australia owns the Bailieston and Creswick gold projects in central Victoria, Australia as well as the Tambo gold project in eastern Victoria.
ECR Raglan has a mining lease at the Raglan alluvial gold project in central Queensland, Australia and ECR Queensland has two approved exploration permits over the nearby Blue Mountain alluvial gold project. ECR is currently working to bring the Blue Mountain alluvial gold project into production. ECR Queensland also has three approved exploration permits covering 946 km2 over a relatively unexplored area in Lolworth Range in northern Queensland. Furthermore, it has also submitted a licence application at Kondaparinga which is approximately 120 km2 in area and located within the Hodgkinson Gold Province, 80 km NW of Mareeba, North Queensland.
Following the sale of the Avoca, Moormbool and Timor gold projects in Victoria, Australia to Fosterville South Exploration Ltd (TSX-V: FSX) and the subsequent spin-out of the Avoca and Timor projects to Leviathan Gold Ltd (TSX-V: LVX), ECR Australia has the right to receive up to A$2 million in payments subject to future resource estimation or production from these projects.
ECR Australia also has approximately A$77 million of unutilised tax losses incurred during previous operations.
This announcement is made in accordance with the Company's obligations under Article 17 of UK MAR and the person responsible for arranging for the release of this announcement on behalf of ECR is Nick Tulloch, Chairman.
IMPORTANT NOTICES
Forward Looking Statements
This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "anticipates", "targets", "aims", "continues", "expects", "intends", "hopes", "may", "will", "would", "could" or "should" or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include matters that are not facts. They appear in a number of places throughout this announcement and include statements regarding the Directors' beliefs or current expectations. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. Investors should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement.
Notice to overseas persons
This announcement does not constitute, or form part of, a prospectus relating to the Company, nor does it constitute or contain any invitation or offer to any person, or any public offer, to subscribe for, purchase or otherwise acquire any shares in the Company or advise persons to do so in any jurisdiction, nor shall it, or any part of it form the basis of or be relied on in connection with any contract or as an inducement to enter into any contract or commitment with the Company.
This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into Australia, Canada, Japan or the Republic of South Africa or any jurisdiction into which the publication or distribution would be unlawful. This announcement is for information purposes only and does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire shares in the capital of the Company in Australia, Canada, Japan, New Zealand, the Republic of South Africa or any jurisdiction in which such offer or solicitation would be unlawful or require preparation of any prospectus or other offer documentation or would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. Persons into whose possession this announcement comes are required by the Company to inform themselves about, and to observe, such restrictions.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.
General
Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) or any previous announcement made by the Company is incorporated into, or forms part of, this announcement.
Allenby Capital, which is authorised and regulated by the FCA in the United Kingdom, is acting as nominated adviser to the Company in connection with the Fundraising. Allenby Capital will not be responsible to any person other than the Company for providing the protections afforded to clients of Allenby Capital or for providing advice to any other person in connection with the Fundraising. Allenby Capital has not authorised the contents of, or any part of, this announcement, and no liability whatsoever is accepted by Allenby Capital for the accuracy of any information or opinions contained in this announcement or for the omission of any material information.
SI Capital, which is authorised and regulated by the FCA in the United Kingdom, is acting as broker to the Company in connection with the Fundraising. SI Capital will not be responsible to any person other than the Company for providing the protections afforded to clients of SI Capital or for providing advice to any other person in connection with the Fundraising. SI Capital has not authorised the contents of, or any part of, this announcement, and no liability whatsoever is accepted by SI Capital for the accuracy of any information or opinions contained in this announcement or for the omission of any material information.
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