19 June 2023
METALS EXPLORATION PLC
Result of AGM
Management Incentive Plan Share Awards and TVR
Metals Exploration plc (AIM: MTL) ("Metals Exploration" or the "Company"), a gold producer in the Philippines, announces that at the Annual General Meeting of the Company held earlier today (the "AGM"), all resolutions put to shareholders were duly passed on a poll.
The votes cast on each resolution are shown in Appendix I of this announcement and the full text of the resolutions can be found in the Notice of the General Meeting contained in the Circular to shareholders on the Company's website at https://www.metalsexploration.com/investors.
Issue of Incentive Shares under the Management Incentive Plan
Further to the passing of Resolutions 7 and 8 at the AGM, the Company has issued a total of 7,147,850 new Ordinary Shares (the "Incentive Shares") to members of the senior management team, in accordance with the 2022 Management Incentive Plan, as set out in the Circular. Details of the awards to PDMRs are set out below, with further information being contained in Appendix II:
| PDMR | Number of new Ordinary Shares issued under MIP | Number of Ordinary Shares held post-award | % of issued share capital |
| Mike Langoulant, CFO
| 2,697,296 | 6,259,284 | 0.29 |
The 6,252,836 new Ordinary Shares proposed to be issued to Darren Bowden under the 2022 Management Incentive Plan, as set out in the Circular, are expected to be issued in due course.
Admission of the Incentive Shares and Total Voting Rights
Application has been made to the London Stock Exchange plc for the admission of 7,147,850 Incentive Shares to trading on AIM ("Admission"), which is expected to take place at 8.00 a.m. on or around 23 June 2023.
Following Admission, the Company will have 2,095,944,721 Ordinary Shares in issue. The Company does not currently hold any shares in treasury. As from 23 June 2023 this figure may be used by shareholders in the Company as the denominator for the calculation by which they may determine if they are required to notify their interest in, or change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
Unless otherwise defined, capitalised terms in this announcement have the same meanings as in the circular sent to shareholders dated 22 May 2023.
For further information please visit or contact www.metalsexploration.com
| Metals Exploration PLC | |
| Via Tavistock Communications Limited | +44 (0) 207 920 3150
|
| Nominated & Financial Adviser: | STRAND HANSON LIMITED |
| James Spinney, James Dance, Rob Patrick | +44 (0) 207 409 3494
|
| Financial Adviser & Broker | HANNAM & PARTNERS |
| Matt Hasson, Franck Nganou
| +44 (0) 207 907 8500 |
| Public Relations: | TAVISTOCK |
| Jos Simson, Nick Elwes
| +44 (0)207 920 3150 |
Appendix I
| Resolution | For Number of shares | % of votes | Against Number of shares | % of votes | Withheld Number of shares |
| 1. To receive and adopt the Accounts for the year ended 30 December 2022 and reports of the Directors and Auditors.
|
1,180,301,654
|
100.00 |
0
|
0.00 |
21,631
|
| 2. To re-appoint David Cather as a Director of the Company. |
1,180,043,963
|
99.98
|
215,191
|
0.02
|
64,131
|
| 3. To re-appoint Darren Bowden as a Director of the Company. |
1,179,919,814
|
99.97
|
215,191
|
0.03
|
188,280
|
| 4. To re-appoint Timothy Livesey as a Director of the Company. |
1,179,919,814
|
99.97
|
215,191
|
0.03
|
188,280
|
| 5. To re-appoint Andrew Chubb Smith as a Director of the Company. |
1,179,919,814
|
99.97
|
215,191
|
0.03
|
188,280
|
| 6. To re-appoint CLA Evelyn Partners Limited as auditors and to authorise the Directors to determine their remuneration. |
1,180,086,463
|
99.98
|
215,191
|
0.02
|
21,631
|
| 7. To grant the Directors authority to allot up to 13,400,686 ordinary shares to members of the senior management team in accordance with the 2022 Management Incentive Plan. |
1,178,916,490
|
99.88
|
1,261,015 |
0.12
|
145,780
|
| 8. To dis-apply pre-emption rights subject to the limits expressed in resolution 7. |
1,166,894,439
|
98.86
|
13,375,604
|
1.14
|
53,242
|
Appendix II
PDMR Notification Form:
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Mike Langoulant | ||||
| 2. | Reason for the Notification | |||||
| a) | Position/status | Chief Financial Officer | ||||
| b) | Initial notification/amendment | Initial notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Metals Exploration PLC | ||||
| b) | LEI | 2138006CFXWG2OPRV987 | ||||
| 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 £0.0001 each | ||||
| Identification code | GB00B0394F60 | |||||
| b) | Nature of the Transaction | Award under Management Incentive Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information Aggregated volume Price | N/A (Single transaction) | ||||
| e) | Date of the transaction | 19 June 2023 | ||||
| f) | Place of the transaction | AIM (LSE) | ||||
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