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ECR MINERALS PLC

Share Issue/Capital Change Oct 17, 2025

7614_sha_2025-10-17_102b57e1-6878-4fe5-96f2-65bed902dbb6.html

Share Issue/Capital Change

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National Storage Mechanism | Additional information

RNS Number : 8359D

ECR Minerals PLC

17 October 2025

17 October 2025

ECR MINERALS PLC

("ECR Minerals", "ECR" or the "Company")

Issue of Equity, Total Voting Rights

and

PDMR dealings

ECR Minerals plc (LON: ECR), the exploration and development company focused on gold in Australia, is pleased to announce the issue of new ordinary shares of 0.001 pence each in ECR (the "Ordinary Shares") in respect of the board of directors of ECR's (the "Board" or the Directors") ongoing remuneration policy, whereby each Director and certain consultants to the Company are remunerated partially through the issue of new Ordinary Shares.

Nick Tulloch, Chairman, will receive 11,250,000 new Ordinary Shares, as payment in lieu of £22,500 of his accrued remuneration for the period from 1 July 2025 to 30 September 2025.   Andrew Scott and Mike Parker, Non-Executive Directors, will each receive 3,000,000 new Ordinary Shares, as payment in lieu of £6,000 of their accrued remuneration for the same period.  

Certain consultants (including proposed director Chris Gibbs) and professional advisers will receive 11,730,435 new Ordinary Shares in total, as payment in lieu of an aggregate of £23,460.87 of their accrued remuneration and fees for the period from 1 July 2025 to 30 September 2025.   

All of the new Ordinary Shares are to be issued at a price of 0.20 pence per new Ordinary Share being a price equal to the issue price of the Company's subscription announced on 1 October 2025.

PDMR dealings

Pursuant to the arrangements set out above, a total of 28,980,435 new Ordinary Shares will be issued by the Company. Following this issuance, the total numbers of Ordinary Shares that will be held following Admission (as defined below) by the Directors, as Persons Discharging Managerial Responsibility ("PDMRs") of the Company as at the date of this announcement, are as follows:

Name New Ordinary Shares to be issued Total Ordinary Shares held in the Company following Admission As a percentage of the Company's enlarged issued ordinary share capital following Admission
Nick Tulloch 11,250,000 78,522,907 2.94%
Andrew Scott 3,000,000 27,734,286 1.04%
Mike Parker 3,000,000 10,042,581 0.38%
Total 17,250,000

The FCA notification in respect of these PDMR dealings, made in accordance with the requirements of the UK Market Abuse Regulation, is appended further below.

Admission and Total Voting Rights

Application has been made for 28,980,435 new Ordinary Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission will become effective on or around 22 October 2025. The 28,980,435 new Ordinary Shares will rank pari passu with the existing Ordinary Shares. Upon Admission, ECR's issued ordinary share capital will comprise 2,673,493,389 Ordinary Shares. This number will represent the total voting rights in the Company, and, following Admission may be used by shareholders as the denominator for the calculation by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

FOR FURTHER INFORMATION, PLEASE CONTACT:

ECR Minerals Plc Tel: +44 (0) 20 8080 8176
Nick Tulloch, Chairman

Andrew Scott, Director
[email protected]
Website: www.ecrminerals.com
Allenby Capital Limited Tel: +44 (0) 3328 5656
Nominated Adviser and Joint Broker [email protected]
Alex Brearley / Nick Naylor / Vivek Bhardwaj (Corporate Finance)
Kelly Gardiner (Sales and Corporate Broking)
Axis Capital Markets Limited Tel: +44 (0) 203 026 0320
Joint Broker
Lewis Jones
SI Capital Ltd Tel: +44 (0) 1483 413500
Joint Broker
Nick Emerson
Brand Communications Tel: +44 (0) 7976 431608
Public & Investor Relations
Alan Green

ABOUT ECR MINERALS PLC

ECR Minerals is a mineral exploration and development company operating through two wholly owned Australian subsidiaries ECR Minerals (Australia) Pty Ltd ("ECR Australia") and ECR Minerals (Queensland) Pty Ltd ("ECR Queensland").

ECR Australia owns the Bailieston and Creswick gold projects in central Victoria, Australia as well as the Tambo gold project in eastern Victoria.

ECR Queensland has two approved exploration permits over the Blue Mountain alluvial gold project in central Queensland, Australia, which it is currently working to bring into production.  It also has three approved exploration permits covering 946 km2 over a relatively unexplored area in Lolworth Range in northern Queensland. Furthermore, ECR Queensland has also submitted a licence application at Kondaparinga which is approximately 120km2 in area and located within the Hodgkinson Gold Province, 80km 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$75 million of unutilised tax losses incurred during previous operations.

The following notification, made in accordance with the requirements of the UK Market Abuse Regulation, gives further details.

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Name Position
Nick Tulloch Chairman
Andrew Scott Non-Executive Director
Mike Parker Non-Executive Director

2

Reason for the notification

a)

Position/status

See above

b) 

Initial notification /Amendment

Initial notification

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ECR Minerals plc

b)

LEI

213800PBXY96KXHISJ17

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 

Identification code

Ordinary shares of 0.001p each in ECR Minerals plc   

Identification code (ISIN) for ECR Minerals plc ordinary shares: GB00BYYDKX57

b)

Nature of the transaction

Issue of new Ordinary Shares in lieu of salary

c)

Price(s) and volume(s)

Name Price(s) Volume(s)
Nick Tulloch 0.20 pence 11,250,000
Andrew Scott 0.20 pence 3,000,000
Mike Parker 0.20 pence 3,000,000

d)

Aggregated information:

-      Aggregated volume

-      Price

N/A 

e)

Date of the transaction

17 October 2025

f)

Place of the transaction

Outside a trading venue

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

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