Technology Minerals PLC
14 July 2026
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.
14 July 2026
Technology Minerals Plc
("Technology Minerals" or the "Company")
Posting of Circular
Technology Minerals Plc (LSE: TM1), the UK-listed company advancing national natural resource security and manufacturing resilience, announces a Circular is being posted today to shareholders to provide supplementary information for the forthcoming Annual General Meeting ("AGM"), which will be held at 11:00 am on Friday 17 July 2026 at Oberon Capital Limited, 6 Duke Street St James's, 2nd Floor, London SW1Y 6BN.
The Circular does not amend the Notice of AGM, does not propose any additional resolutions for consideration at the AGM and does not require any action by shareholders other than as described in the Notice of AGM.
Following publication of the Notice of AGM, the Board considers it appropriate to provide shareholders with additional information regarding the steps which it currently intends to take following the AGM, assuming that Resolution 13 relating to the proposed subdivision of the Company's existing Ordinary Shares is approved by shareholders.
Further to the announcement on 22 June 2026, regarding the proposed fundraise and publication of Prospectus, the Board is pleased to report that it anticipates that the Prospectus will receive FCA approval shortly.
At the AGM, shareholders are asked to pass a resolution - Resolution 13 - to subdivide the ordinary shares. Shareholders are asked to approve the subdivision of current shares from the current nominal value of £0.001 to a nominal value of £0.0005 per share.
As stated in the Notice of AGM sent to shareholders, this is required because the Company may not issue shares at a price per share below the nominal value. This adjustment, together with the increased allotment authority, is essential to enable the issuance of shares required for the proposed Placing and to complete the settlement of the CLNs (including those with Jonathan Swann and Atlas Capital Markets LLC) and other creditor agreements ("Settlement Shares") on terms that materially strengthen the balance sheet of the Company.
There are currently 3,144,394,215 Ordinary Shares of £0.001 each in the capital of the Company in issue. As a result of the subdivision the number of shares will double to 6,288,788,430 Ordinary Shares of £0.0005 each. However, this will result in the investors who agreed to purchase shares in the Placing and those who have agreed to receive Settlement Shares in settlement of the CLNs and pursuant to other creditor arrangements receiving a smaller percentage of the share capital of the Company than they would have held when they agreed to invest or receive Settlement Shares.
Proposed Steps Following the AGM
Subject to shareholders approving the proposed subdivision of the existing Ordinary Shares at the AGM, the Board currently intends to pass board resolutions to:
(a) designate one of the two Ordinary Shares resulting from the subdivision of each existing Ordinary Share as an A Ordinary Share of £0.0005.
(b) instruct the Company's Registrar to maintain the register of members on that basis pending the passing of the resolutions set out below at a general meeting.
The Board intends to convene a general meeting of the Company, on not less than 21 clear days' notice, at which shareholders will be asked to consider and, if thought fit, pass special resolutions to:
(a) adopt new Articles of Association creating a new class of Deferred Shares, which will carry no voting rights, no rights to participate in dividends and only a negligible entitlement to participate in a return of capital on a winding up or other distribution of assets.
(b) reclassify all of the issued A Ordinary Shares as Deferred Shares, with the Ordinary Shares remaining as the Company's only class of ordinary voting shares.
Purpose of the Proposed Capital Reorganisation
These steps are being taken to ensure that all parties concerned are treated fairly. Assuming that the resolutions to be put to the General Meeting are passed, each shareholder will hold the same number of Ordinary shares as the number of ordinary shares held immediately before the AGM. The Ordinary Shares will have the same rights as the current Ordinary Shares. Each shareholder will also hold one Deferred Share with no voting rights, no dividend rights, and only a negligible right to capital on a winding up. The shares allotted to the investors who have agreed to purchase shares in the Placing and those who have agreed to receive Settlement Shares in settlement of the CLNs and pursuant to other creditor arrangements will also be classified as Ordinary shares.
The Board believes that the proposed capital reorganisation would simplify the Company's share capital structure and provide the Company with greater flexibility in relation to future equity fundraising while preserving a single class of ordinary voting shares following completion of the reorganisation.
The proposed Deferred Shares are intended to have no material economic or voting rights and are not expected to be admitted to trading or to have any market value.
Further Information
A separate circular will be sent to shareholders in due course, containing full details of the proposed new Articles of Association, the rights attaching to the Deferred Shares and the resolutions to be considered at the subsequent general meeting.
Nothing contained in the Circular alters the business to be transacted at the forthcoming AGM or the resolutions set out in the Notice of AGM.
The Board considers it appropriate that shareholders are informed of its current intentions at the earliest opportunity, in the interests of transparency and good corporate governance.
Further updates will be provided as appropriate and in accordance with the Company's obligations under UK MAR.
Enquiries
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Technology Minerals Plc |
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Alex Stanbury, Chief Executive Officer |
c/o +44 (0)20 4582 3500 |
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Oberon Capital (Broker) |
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Nick Lovering, Adam Pollock |
+44 (0)20 3179 5300 |
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Gracechurch Group (Financial PR) |
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Harry Chathli, Alexis Gore, Rebecca Scott |
+44 (0)20 4582 3500 |
About 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.
Technology Minerals' Mantle Strategy
The Mantle strategy is Technology Minerals' repositioning as a listed national resilience company, built on the conviction that the private sector must play a central role in securing the UK's sovereign supply of critical resources, capabilities and infrastructure. It aligns the Company directly with the UK Government's Critical Minerals Strategy (Vision 2035) and its targets for domestic production, recycling and reduced reliance on single-country supply.
Mantle is executed across three pillars: Natural Resources (domestic reclamation, extraction, international exploration and stockpiling, anchored by Recyclus Group and the Company's mineral exploration assets); Critical Capabilities (foundational midstream and downstream capacity); and an Enabling Ecosystem (the partnerships and investments needed to pre-empt emerging requirements). Delivery will begin with a consolidation phase that resets the balance sheet and catalyses existing assets, followed by execution of a near-term pipeline of value-accretive opportunities - several revenue-generating and aligned with UK defence and national resilience requirements - as the Company scales towards becoming a critical part of the UK's resilience ecosystem.
Further information on Technology Minerals is available at www.technologyminerals.co.uk.
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