GREENROC STRATEGIC MATERIALS PLC

Related Party Transaction • Mar 17, 2025

National Storage Mechanism | Additional information

RNS Number : 8319A

GreenRoc Strategic Materials Plc

17 March 2025

GreenRoc Strategic Materials Plc / EPIC: GROC / Market: AIM / Sector: Mining

17 March 2025

GreenRoc Strategic Materials Plc

("GreenRoc" or the "Company")

Share subscription by Directors and issue of Fee Shares

GreenRoc Strategic Materials Plc (AIM: GROC), a company focused on the development of critical mineral projects in Greenland, is pleased to announce the subscription of shares in the Company by two GreenRoc directors. 735,577 new ordinary shares of 0.1 pence each (the "Subscription Shares") have been subscribed for at a price of 1.3 pence per Share (the "Subscription Price") for a total of £9,562.50.

In addition, the Company has issued 543,269 new ordinary shares in the Company ("Fee Shares") at a value of 1.3 pence per Fee Share in respect of £6,000 payable to certain external advisers.

GROC Directors	Fees paid (£)	Shares Allotted
Lars Brünner	2,500.00	192,308
Mark Rachovides	7,062.50	543,269
Subscription Shares	9,562.50	735,577
External advisers (Fee Shares)	6,000.00	543,269
Total	15,562.50	1,197,115

GROC Directors

The table below provides details of the purchase of Shares by Directors of the Company under the Subscription and their resulting interests following the purchase. The PDMR forms are set out at the bottom of this announcement.

Name	Interest in Shares prior to the Subscription	Number of Subscription Shares subscribed for	Interest in Shares following completion of the Subscription	% of Enlarged Share Capital
Mark Rachovides	472,308	543,269	1,015,577	0.40%
Lars Brünner	125,000	192,308	317,308	0.13%

Related Party Transactions

The subscriptions by the above-named GreenRoc directors constitute related party transactions as defined by the AIM Rules. The independent directors of the Company in relation to the subscriptions by the GreenRoc directors, being all of the directors of the Company other than Mr Brünner and Mr Rachovides, consider, having consulted with Cairn Financial Advisers LLP, the Company's nominated adviser, that the terms of the subscriptions by the above-named GreenRoc directors are fair and reasonable insofar as the Company's shareholders are concerned.

Admission to Trading on AIM and Total Voting Rights 

Application has been made for the Subscription Shares and the Fee Shares (together, the "New Ordinary Shares") which will rank pari passu with the existing ordinary shares of 0.1 pence each, to be admitted to trading on AIM ("Admission"). It is expected that Admission of the 1,197,115 New Ordinary Shares, will become effective and that dealings will commence at 8:00 a.m. on or around 20 March 2025.

Following the issue of the New Ordinary Shares, the total issued share capital of the Company will consist of 252,618,786 ordinary shares of 0.1 pence each. The Company does not hold any ordinary shares in Treasury, therefore the total voting rights in the Company following Admission will be 252,618,786. 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 in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

This announcement contains inside information for the purposes of the UK Market Abuse Regulation and the Directors of the Company are responsible for the release of this announcement.

* ENDS**  

For further information, please contact:    

GreenRoc Strategic Materials Plc        Stefan Bernstein, CEO	+44 20 3950 0724
Cairn Financial Advisers LLP (Nomad)              James Caithie / Sandy Jamieson /    Louise O'Driscoll	+44 20 7213 0880
Oberon Capital (Broker)        Nick Lovering / Adam Pollock	+44 20 3179 5300

About GreenRoc

GreenRoc Strategic Materials Plc is an AIM-quoted company, which is led by a group of highly experienced mining industry professionals. The Company is focused on fast-tracking the Amitsoq Graphite Project in Greenland into a producing mine to meet critical demand from Electric Vehicle ('EV') manufacturers in Europe and North America for new, high grade and conflict-free sources of graphite.  Amitsoq is one of the highest-grade graphite deposits in the world with a combined Measured, Indicated and Inferred JORC Resource of 23.05 million tonnes (Mt) at an average grade of 20.41% graphite, giving a total graphite content of 4.71 Mt, and significant further upside beyond this. Test work has proven that Amitsoq graphite can be readily upgraded to high-grade, anode-quality graphite, with higher than 99.95% purity and relatively little energy input, boding well for future production costs and sustainability commitments.

A Preliminary Economic Assessment released on 31 October 2023 gives a post-tax NPV8 for the Project of US$179M, an IRR of 26.7% and capex estimated at US$131M (including a 25% contingency).  These figures solely relate to the economics of a mining and primary processing operation in South Greenland and do not take into account any potential upside from a downstream processing operation, which GreenRoc intends to establish. A Feasibility Study into the establishment of a graphite spheronisation processing plant (published in May and July 2024) shows a post-tax NPV8 for the project of US$621M, an IRR of 26.5% and capex estimated at US$340M (including a 25% contingency).  The Company has signed a Letter of Intent to secure an area for the Company's future Active Anode Materials Plant in Southern Norway and has received expressions of support from the European Raw Materials Alliance and the US EXIM Bank for future development. In November 2024, GreenRoc and Morrow Batteries a/s, a Norwegian Gigafactory signed a MoU to work together on a regional supply chain of battery anode material and the Company received a Letter of Interest from the Export and Investment Bank of Denmark (EIFO) in January 2025.

GreenRoc also has the Thule Black Sands Ilmenite Project ('TBS') in Greenland, which has an initial Mineral Resource of 19Mt at 43.6% Total Heavy Minerals with an in-situ ilmenite grade of 8.9%.

PDMR Disclosures

Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014
1	Details of the person discharging managerial responsibilities/person closely associated
a.	Name	Mr Lars Brünner
2	Reason for notification
a.	Position/Status	Director
b.	Initial notification/  Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	GreenRoc Strategic Materials Plc
b.	LEI	213800OAVF2KQAD11380
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 £0.001  each  GB00BLD3C518
b.	Nature of the transaction	Subscription for Ordinary shares of £0.001 each
c.	Price(s) and volume(s)
	Price(s)	Volume(s)
1.30 pence	192,308
d.	Aggregated information	N/A
e.	Date of the transaction	14 March 2025
f.	Place of the transaction	London, UK

Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014
1	Details of the person discharging managerial responsibilities/person closely associated
a.	Name	Mr Mark Rachovides
2	Reason for notification
a.	Position/Status	Director
b.	Initial notification/  Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	GreenRoc Strategic Materials Plc
b.	LEI	213800OAVF2KQAD11380
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 £0.001  each  GB00BLD3C518
b.	Nature of the transaction	Subscription for Ordinary shares of £0.001 each
c.	Price(s) and volume(s)
	Price(s)	Volume(s)
1.30 pence	543,269
d.	Aggregated information	N/A
e.	Date of the transaction	14 March 2025
f.	Place of the transaction	London, UK

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