Reduction of Share Premium Account & Notice of GM

Jubilee Metals Group PLC

23 March 2026

 

this announcement contains inside information for the purposes of article 7 of the market abuse regulation (eu) 596/2014 (which forms part of domestic uk law pursuant to the european union (withdrawal) act 2018 ('uk mar'))

Not for release, publication or distribution in whole or in part in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction.

Jubilee Metals Group PLC

('Jubilee' or 'the Company' or 'the Group')

Registration number: 4459850

AIM share code: JLP

Altx share code: JBL

ISIN: GB0031852162

Proposed Reduction of the Share Premium Account and

Notice of General Meeting

Jubilee, the Zambia copper focused producer, announces the Company's proposal to reduce its share premium account (Capital Reduction) in order to restructure the Company's balance sheet so as to increase the amount of available distributable reserves available (subject to the protection of creditors). The Company furthermore expects to release the phase 1 drill results of its Molefe Mine operations on Tuesday 24 March 2026.

The Capital Reduction will create distributable reserves to support the Company's ability to make future payments of dividends to its shareholders and undertake potential share buybacks (in each case should circumstances mean it is appropriate or desirable to do so), as well as other corporate purposes of the Company.

The Capital Reduction is conditional upon passing of a special resolution by the Company's shareholders in addition to approval of the Court. 

In addition, the Company is also seeking to renew the standard authority to grant Directors authority to issue shares as granted at the previous 2024 AGM and to dis-apply pre-emption rights. The Company wishes to dis-apply pre-emption rights only to a maximum of 10% of the issued ordinary share capital of the Company. The Dis-application Resolution is to give flexibility to the Company to issue new warrants, options or shares to support the Company when leveraging investment capital and aligning employees' and stakeholders' interests with shareholders of the Company.

Notice is hereby given of the General Meeting of the Company to be held at 11.00 a.m. (UK time), 12.00 p.m. (SA time) on Wednesday, 8 April 2026 at Fieldfisher LLP, Riverbank House, 2 Swan Lane, London EC4R 3TT to consider and vote on the resolutions.

The circular containing the notice of General Meeting (notice of General Meeting) will be published and posted to shareholders on 23 March 2026. A copy of the circular containing the notice of General Meeting is also available on the Company's website at https://jubileemetalsgroup.com/circulars/.

Subject to both the passing of the special resolution at the General Meeting and the court approving the Capital Reduction, it is expected that the effective date of the share premium reduction will be on or around 29 April 2026.

The Capital Reduction will not, of itself, involve any distribution or return of capital to any shareholder and will not reduce the Company's underlying assets. The completion of the Capital Reduction will not affect the rights attaching to the Ordinary Shares and will not result in any change to the number of Ordinary Shares in issue (or their nominal value).

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

	2026
Shareholders recorded on the register who are entitled to receive the notice of General Meeting (SA)	Wednesday, 18 March
Notice of General Meeting posted to shareholders and published on RNS and SENS	Monday, 23 March
Last date to trade on the JSE in order to be eligible to participate in and vote at the General Meeting (SA)	Monday, 30 March
Record date for the purposes of determining which shareholders are entitled to participate in and vote at the General Meeting (SA)	Thursday, 2 April
Record date for purposes of determining which shareholders are entitled to participate in and vote at the General Meeting (UK)	11.00 a.m. (London time) on Thursday, 2 April (or 48 hours before the meeting excluding non-working days)
Latest time and date for receipt of Forms of Proxy for the General Meeting	11.00 a.m. (London time)/ 12.00 p.m. (SA time) on Thursday, 2 April
General Meeting	11.00 a.m. (London time)/ 12.00 p.m. (SA time) on Wednesday, 8 April
Results of the General Meeting released on RNS and SENS	Wednesday, 8 April
Expected date of initial directions hearing of the Court	Friday, 17 April
Expected date of the Court Hearing3	Tuesday, 28 April
Expected date results of the Court hearing released on RNS and SENS	Wednesday, 29 April
Expected effective date for the Capital Reduction4	Wednesday, 29 April

Notes:

1.  Each of the times and dates in the above timetable are subject to change. If any of the above times or dates change, the revised times or dates will be notified to Shareholders via RNS and SENS.

2.  All references to times in this Circular are to London times unless otherwise stated.

3.  This date is subject to any changes which may be imposed by the Court. The expected date for the Court Hearing to confirm the Capital Reduction is based on a provisional date which has been obtained. This provisional hearing date may be subject to change and is dependent on the Court's timetable. If the expected date of the Court hearing is changed, the Company will give notice of this by issuing an announcement via RNS and SENS.

4.  This date will depend on, amongst other things, the date on which the Court confirms the Capital Reduction by way of sealing a court order.

23 March 2026

For further information visit www.jubileemetalsgroup.com, follow Jubilee on X (@Jubilee_Metals) or contact:

Jubilee Metals Group PLC 

Leon Coetzer (CEO)/Jonathan Morley-Kirk (FD)

Tel: [phone] / Tel: [phone]

Nominated Adviser - SPARK Advisory Partners Limited 

Andrew Emmott/James Keeshan 

Tel: [phone] 

PR & IR Adviser - Tavistock 

Jos Simson/Gareth Tredway

Tel: [phone] 

Joint Broker - Zeus Capital

Harry Ansell/Katy Mitchell  

Tel: [phone] 

Joint Broker - Shard Capital Partners LLP

Erik Woolgar/Gareth Burchell

Tel [phone] 

JSE Sponsor - Questco Corporate Advisory Proprietary Limited 

Alison McLaren

Tel: [phone]

 

END