Member Info for SlowLearner

4PS - I agree, tried to flag to everyone on this board the structure of the MET1 fundraise.... and as you say repeated on MAST:

- Share consol (even more extreme than MET1 at 40:1)

- £5m gross raise (via CLN and then prepaid Warrants at 4p) with £2m fee to MavDB (for 24months work!!) - so net £3m

- Investors get twice the number of cash Warrants which can be exercised within 6 months at 4p

- Spurious advertorials which the company "knows nothing" about

Hence again:

1. Existing shareholders pre fundraise get wiped out

2. PI's get caught in the hype and lose a fortune (yesterday sp was 213p vs Warrants at 4p)

3. MavDB's investors make a fortune (or is it MavDB's apparent single founder/employee doing some/all the investing)

4. The company gets between £3m and £13m net (depending how quickly PI's rumble it and how many cash warrants the investors get away at 4p)

Thus just like MET1 once it settles (and at 63p MAST clearly hasn't got anywhere near the 4p warrants or even MET1's 100-150% premium to warrants ie 4-5p vs 2p warrants) it becomes:

- an interesting play for new investors (can management use the money raised wisely to invest in new projects)

- a very tough day for the PI's holding shares that they paid up to 50x over the odds for and are hoping for a return to higher share price (despite the 1>0x number of shares)

As per my last message two weeks ago I continue to watch MET1 interested to see how management do but convinced there will not be a return to 10-50p share prices in the near term as there are >10x as many shares as when it was 50p

Had similar worry that management would do a fundraise on the back of a share price spike but July fundraise generated £0.5m at .12p so less urgent need for cash.

Additionally that fundraise gave warrants for another £375k at 0.2p … hence investors had confidence in reaching and exceeding that

I understand that these boards during trading hours too often descend into offensive name calling but now the market is closed can people take stock, vow to be less offensive and look at the facts. This morning I tried to summarise the history of this year's fundraise from RNS and publicly available data (under the above heading); apologies it's a long read but it's 3 messages under this heading. In summary:

- Existing shareholders as of 31/1/25 got wiped out by the fundraise (now represent 4.3% of shareholder base)

- The fundraise potentially kept the business afloat but it is hard to see management's financial motivation going forward

- However, the fundraise (& advertising from Cayman islands) is highly dubious with new investors making c.£50m profit on £3-5m at risk

- The advisor MavDB made a £2m fee but has very little substance, is a potential sole trader with independent wealth (might have been an investor)

- When the share price peaked at 50p in May there were 71m shares in issue ... ie with 840m shares now in issue the current market cap is higher

- The terms of the warrants mean the vast majority have been sold by the investors (they can only hold up to 2.99% each) finishing last week

- Hence the majority of the business is held by PI's who bought in at up to 50p (and are nursing losses that funded the £50m investor profit)

So in conclusion, the PI base should analyse the company's projects, holdings (it has used it's higher share price to buy stakes in other companies) and cash balance and decide whether it is worth more than the current market cap (it definitely has more assets than it had in May when the market cap was last at this point). Alternatively, the day traders can enjoy far less drag from warrant sales going forward and not worry about the true company value.

NB Can the more aggressive posters (rampers or trashers) not attack me as I am trying to give a balanced, depersonalised view and flag that if I was the FCA I would be investigating MET1, MavDB/the investors, the advertising and people on this & other boards for contravening the rules. The share price could go up or down from here and I hope sensible, informed debate will break out on this board.

Part 3 of 3: As all warrants (bar last 800k) now exercised and vast majority sold, the warrant investors will have made a very large profit

• £15m of warrants (750m) exercised at 2p (equates to 89% of shareholder base)

• Majority of these must have been sold to meet the 2.99% max limit per shareholder – ie 625m sold at 5p or more

• “guesstimating” an average selling price somewhere in the range 6-11p for this 625m shares that equates to £37.5-69m

• So generating £22.5-54m profit and they would still hold 15% of the stock ie 120m shares which at 5p are worth a further £6m … gains of up to c. £50m

• NB Their “at risk” investment was only £3-5m (depending on whether MavDB was an investor too) as the other £10m cash warrants were only exercised when price was well above 2p (i.e. no cash at risk as majority were immediately sold)

So some key questions:

1. Who placed the ads from the Cayman Islands (a tax haven where the warrant investors may reside) and starting after the fundraise completed in April?

2. Who were the 5 investors (was one MavDB) and did any of them know MET1 management?

3. Did MavDB justify a £2m fee (of the initial £5m … 40% is a hell of an arrangement fee albeit the claim is for 2 years ongoing support)?

4. How are management incentivised … what shareholdings do they (really) have … have they been complicit / active / lucky in the warrant process?

5. Will the company give an update on major holders of shares (has anyone breached the 3% threshold)?

And to be realistic about the current share price and prospects of a rise from 5p

• On the positive side – virtually all warrants are exercised and most sold hence there shouldn’t be a massive drag on the sp of warrant holders selling

• On the negative side – with the warrants exercised (840m shares in issue) the current market cap is > than the market cap when the sp was c. 50p on 15th May (when only 70m shares in issue)

Hence, it’s unlikely there is a massive post warrant “correction” to come … the hope for sp growth is that the assets (inc stakes bought) justify a higher market cap than the current c£40m

• Notwithstanding the original shareholders (Jan 31st) and those that have lost money this year may have a case against MavDB and / or management

But the shareholder base is likely >80% PI’s/day traders who’ve invested at anything from 2.5p to 50p … so anything could happen … a ramper / basher paradise ... 2.1p or 21p next week Rodney

Part 2: Fundraising was arranged by:

• MavDB – one page website https://mavdbconsulting.com/ … could well be a one man organisation as only one person listed on their site or on linkedin

• Founded & Run by – Josh Bartch based in Puerto Rico https://www.linkedin.com/in/josh-bartch-a5361b96/

• According to AI: Josh Bartch is an investor and entrepreneur who has founded several companies, including Evolutionary Ventures LLC, Blackstone Mercantile Group Ltd SAC, and MavDB Consulting LLC. He has extensive experience in financing, structuring, and M&As in global capital markets, with over a billion dollars in transactional value. He co-founded and successfully exited AudioTranscriptionist.com and the dispensary, Doctors Orders. He also co-founded Cannabase.io, a significant cannabis wholesale platform.

In other words: Josh Bartch has had an apparently successful entrepreneurial career and looks to be wealthy enough to be 1 or more of the five investors (especially as MavDB got £2m back)

Under Additional Key Terms of the fundraise (31/1/25):

• No Investor is permitted to exercise notes to the extent that, as a result of such exercise, the Investor will own or control more than 2.99% of the issued ordinary shares of the Company.

• Condition precedent for the fundraise: The entry into a 24-month consulting agreement, in agreed form, by the Company and MavDB for business development and support services totalling £2 million, which is being deducted from the proceeds of the CLN and the Equity Fundraise

Hence, as virtually all warrants now exercised – most shares are now held by new investors not warrant holders:

• The 2.99% cap would also explain why there have not been any RNS announcing warrant holders crossing shareholding thresholds

• Maximum the warrant holders can hold in aggregate is 14.95%

• After the consolidation and then warrant exercise, the existing shareholders from Jan 2025 (36m) can only have 4.2% if they all still hold their shares

• Hence there is >80% in new investors hands (albeit a few % of that is held by companies in lieu of stakes MET1 bought in them)

Part 1: Have done some research and thrown up some interesting observations – n.b. the below is neither a suggestion to buy or to sell … just comments on the fundraise &management and a fear that questionable activity has occurred. (nb – it’s long so have to split into >1 post)

Context – the consolidation and warrant issue virtually wiped out the original 31/1/25 shareholders (>1:20 dilution)

• The share consolidation resulted in original shareholders holding just 36m shares, i.e. massive dilution to 4.3% of current 840m shares

• Would have been 12.5% if only the initial 250m prepaid warrants had been exercised (and before any other issuance)

• i.e. the initial prepaid warrants valued the company at £3.4m - £5.7m (depending on whether you think the £2m fee to MavDB was real - see below)

• An EBT of 15m shares was added during the year (1.7% of 840m)

• To incentivise management of an early-stage business like MET1 you would expect large shareholding/options (not the case on above numbers)

Hence what was management’s motivation for the fundraise – just to keep the business afloat or were they beneficiaries from the issue of warrants (would be challenging as nothing disclosed)

Looking at the 31st January Fundraise (completed 11th April 2025)

• Was it a genius rescue, saving MET1 from imminent bankruptcy with an immediate injection of £600k to meet obligations and further £2.5m (the initial raise was £3.1m net of £2m fees)?

• Was the financing at great risk to the investors hence their investment justified great returns (ultimately, they got the vast majority of the company for only £3-5m)?

• Was a huge amount of work to get the investors required from the advisor thereby justifying a £2m fee to MavDB?

• (OR) Was it £2m to fund a load of ads to drive up the share price and give crazy returns (up to £50m!!) to the investors

• The fundraise completed in April and according to AI the paid ads were in May and June … from Google AI: “Advertisements mentioning Metals One (MET1) in May and June 2025 were funded by Island Marketing Ltd, an entity based in the Cayman Islands, as revealed through the transparency features of the ad platform.”

Did management know about the ads (how connected are they to MavDB and the 5 investors) (OR) did mgt not know about the ads as they claim and benefited from the final net £13m investment and higher sp to buy stakes in other co’s for shares?

Thanks ITD

Quick hunt around their site and no dates given. Over the weekend see what AI can find

Has anyone got a record of when and where these paid ads appeared .... and are management claiming they didn't pay for them?

Anyone got a screenshot?

No doubt some of the warrant holders exercising 93m warrants will sell tomorrow (for a good profit) but 657m warrants have already been exercised and no doubt many sold with the share price holding up to >250% of the warrant price. However, surely the share price holding up implies some of the warrant holders aren't selling and, alongside investors buying in, believe in the long term potential of the business.

The only things we can be sure of tomorrow is a final 11% dilution and a fluctuating share price as the day traders have fun!

Lot of divisive posts today both ramping and tanking but a hopefully fact-based summary:

- In January when the company was almost out of cash, management did a fund raise of £5-15m (250m prepaid warrants at 2p and 500m cash warrants at 2p)

- This involved swamping existing investors with a 10-1 consolidation down to 33m shares and issue of 250-750m warrants

- The cost was high: a £2m advisory fee that covers forward looking support

- the warrants have been exercised and no doubt many sold over the last few months (see RNS)

- the last 10% of warrants will be exercised tomorrow and no doubt some will be sold

- during this time the company has invested c.£1.75m cash and issued MET1 shares for stakes in businesses

- This leaves the company well funded with c. £10m in the bank and a portfolio of interests

DYOR as to whether that cash and portfolio is worth more than the current market cap but, one perspective:

- Paying up to 50p a share when so many 2p warrants were still to be exercised was naïve

- If the company hasn't been paying for the alleged advertising then the warrant holders may be fearing a knock on the door from the authorities

- However, with the warrants are exercised if demand keeps up then the share price shouldn't be dragged back

- I doubt the heady prices of 50p will be realised soon (there are 2x as many shares now) but if management have accumulated a good set of assets then we should see a steady rise going through the warrant holders exit target prices until demand is met

Thanks Roger ... so just had a quick skim through the RNS mound ... I may have missed some details but:

- MET1 have invested about £1.75m cash across the various stakes and options

- MET1 have issues about 35m shares for EBT (15m of 35m) and share purchases (from 7 to 19p)

Hence:

- there are 70-80m Warrants to be exercised (c.10%)

- the company benefited from the higher share price over the past 6 months (issuing at up to almost 10x 2p)

- regulatory approval is due for the acquisition of Mjolner Minerals from May/July RNS

It does seem crazy that people bought shares at up to 50p when there were so many warrants outstanding and it would be equally odd if the rest of the warrants weren't exercised with the current sp being way above 2p.

But, with the normal caveat DYOR, it does look like the warrants will be soon be fully exercised, the business well funded and an interesting journey ahead for shareholders if willing to ride out any dips as the last warrants clear

I wasn't meaning to stray into a typical LSE chat board arguments .. only trying to check some facts. Hence please no hating in my direction. Spent 15 mins in past RNS:

31st January - consolidation from 330k shares to 33k and plan for 250k pre-paid warrants and 500k cash warrants (ie max total 783k)

13th Aug (hidden at end of RNS) - further exercise of warrants to take total to 746k shares in issue

Hence only another 37k warrants can be exercised and the company has already raised an additional £9.26m (with a cash burn under £2m pa)

DYOR but this implies to me that further drag back to 2p from warrant exercise will minimal (only 5% of warrants left) but that >90% of the shareholder base was in at 2p so incoming investors / those topping up will have a lot of willing sellers/profit takers whilst we wait for news

Am new to this share hence apologies for 2 basic questions:

Has anyone kept a log of how many prepaid and how many cash warrants have been exercised?

The original RNS mentions a 6 month window for exercise of the cash warrants ... does anyone know when that is up or is it linked to when the prepaid are exercised?

Thanks

yes - I think they have misplaced the "ticker" ... annoying but google seems to do that to MTR every now and again. Can sell at 22.875p currently!!

thanks ... I'm happy to sit tight on this one then as (1) it builds to the application decision (2) more people notice it/ remember the assets it holds .
I doubt we will hear that much on the Auz / NZ trials as mgt are not the most talkative but a good update could push the sp up in the meantime
Either way happy to hold

I don't know whether Frank and Betty were up early this morning but I tried doubling up and couldn't get a confirmed price ... in the end tried trades right down to 50k shares and each time it went to negotiated ...

Hi , haven't been in mnrg for a bit ... looked again this week and taken a position as looks undervalued IMO. Is there any more detail / commentary on "Frank and Betty" outside of the RNS? Thanks

Hi 28jaczar,
so i haven't been in OVB for a bit but looks like it's good value again .. people seem to regularly forget the assets its holds when the news flow is quiet (OVB's POLY shares up 7% today). Having said that can you confirm that I read the 5th January announcement right that the application was resubmitted for the Russian Market in January with decisions by September/October? Also it looks like investors have missed Friday's news the next wave of trials is starting in Australia (in preparation for an application to use in Western markets).
Feels like a bargain at under 10p

It's a long upwards road ahead

thanks Eva1989 ... feels right time to get back in ... might have a little dip but mid-term is good