METALS EXPLORATION PLC — Share Issue/Capital Change 2014

Sep 11, 2014

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RNS Number : 3680R

Metals Exploration PLC

11 September 2014

11 September 2014

METALS EXPLORATION PLC

Metals Exploration plc (AIM: MTL) ("Metals Exploration" or the "Company"), the natural resources exploration and development company with assets in the Pacific Rim region.

Principal Shareholder Restructure

The Company announce an internal restructuring of its principal shareholders Solomon Capital Limited and Shelfco 724 Limited. Both companies are registered in Guernsey in the Channel Islands and both are wholly owned by Mr. Christian Candy. Solomon Capital Limited owns 574,732,071 shares in the Company and Shelfco 724 Limited owns 100,000,000 shares in the Company. The combined holding is 49.07% of the issued share capital of Metals Exploration plc.

The result of the restructure has been to transfer and consolidate Solomon Capital Limited's and Shelfco 724 Limited's combined 674,732,071 shares into one entity, MTL (Luxembourg) S.a.r.l. a company registered in Luxembourg. MTL (Luxembourg) S.a.r.l. has entered into a Deed of Adherence pursuant to clause 19.2 of the Subscription and Shareholders Agreement, dated 8 March 2011. It is recognised in the Deed of Adherence that MTL (Luxembourg) S.a.r.l. is a Solomon Entity for the purposes of the Subscription and Shareholders Agreement.

MTL (Luxembourg) S.a.r.l. is owned equally by Mr. Christian Candy and Mr. Nick Candy. The transfer of shares completed on 8 September 2014 and was notified to the Company on 9 September 2014 by the Company's registrar. No consideration was paid as a result of the restructuring.

The Board of Directors of the Company and Runruno Holdings Limited have acknowledged the Deed of Adherence as acceptable, a requirement under the Subscription and Shareholder Agreement. A copy of the deed is available on the Investor Centre page of the Company website.

For further information please visit: www.metalsexploration.com or contact:

Metals Exploration PLC	info@metalsexploration.com
Ian R. Holzberger	+63 (0) 9189 795 992
(Chairman)	+61 (0) 418 886 165
Liam A. Ruddy	+61 (0) 498 648 615
(Company Secretary)	+44 (0) 7911 719 960
Nominated Adviser
Westhouse Securities Ltd	+44 (0) 207 601 6100
Martin Davison
Broker
SP Angel Corporate Finance LLP	+44 (0) 203 463 2260
Ewan Leggat
Katy Birkin
Public Relations
Tavistock Communications	+44 (0) 207 920 3150
Edward Portman
Jos Simson

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