GCM Resources Regulatory News (GCM)

4 April 2025

GCM Resources plc

("GCM" or the "Company")

Issue of Equity, Total Voting Rights

And

PDMR dealing

GCM Resources plc (LON: GCM), an AIM quoted mining and energy company, announces the issue of new ordinary shares of 1 pence each in the capital of the Company ("Ordinary Shares") to certain consultants and a director of the Company.

Consultants' Shares

Dyani Agreement

In accordance with the consultancy agreement announced on 8 January 2025, with Dyani Corporation, Ltd. ("Dyani") (the "Dyani Agreement"), Dyani will receive 1,993,545 new Ordinary Shares as payment in lieu of Dyani's accrued retainer fee of £75,000 for the period from 1 January 2025 to 31 March 2025. Under the terms of the Dyani Agreement, there are no restrictions on disposal of the new Ordinary Shares issued in respect of the retainer fees issued to Dyani, which are intended to cover the respective consultants' costs in performing their services. 

DG Agreement

The Company also announces the issuance of new Ordinary Shares as payment of consulting fees in accordance with the consultancy agreement announced on 28 January 2025, with DG Infratech Pte Ltd ("DG") (the "DG Agreement") (together, the "Agreement"). In accordance with the Agreement, DG will receive 956,901 new Ordinary Shares as payment in lieu of DG's accrued retainer fee of £36,000 for the period from 1 January 2025 to 31 March 2025. Under the terms of the DG Agreement, there are no restrictions on disposal of the new Ordinary Shares issued in respect of the retainer fees issued to DG, which are intended to cover the respective consultants' costs in performing their services. 

Director Shares

In accordance with Keith Fulton's director's remuneration agreement from June 2019, GCM also announces the issue of 540,541 new Ordinary Shares to Keith Fulton, as payment in lieu of £10,000, which represents his services as Executive Director of the Company for the period from 1 January 2024 to 31 December 2024. The new Ordinary Shares are being issued at a deemed issue price of 1.85 pence per new Ordinary Share.

Changes to PDMR and substantial shareholdings

As a result of the issue of the new Ordinary Shares, the Company is aware of the following changes to shareholders in the Company on Admission (as defined below):

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

Admission and Disclosure Guidance and Transparency Rules  

Application has been made to the London Stock Exchange for, in aggregate, 3,490,987 new Ordinary Shares to be admitted to AIM ("Admission"). It is currently anticipated that Admission will become effective and that dealings in the new Ordinary Shares will commence on AIM at 8.00 a.m. on or around 10 April 2025.

Following Admission, the Company's issued ordinary share capital will comprise 336,292,123 Ordinary Shares with voting rights in the Company. As the Company holds no shares in treasury, this is the total number of the voting rights in the Company which may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest, or a change in the interest, in the share capital of the Company under Chapter 5 of the FCA's Disclosure Guidance and Transparency Rules as reflected in the Company's articles of incorporation.

About GCM Resources

GCM Resources plc (LON: GCM), the AIM resource exploration and development, has identified a high-quality coal resource of 572 million tonnes (JORC 2004 compliant) at the Phulbari Coal and Power Project (the "Project") in north-west Bangladesh.

Utilising the latest highly energy efficient power generating technology the Phulbari coal mine can support some 6,600MW. GCM requires approval from the Government of Bangladesh in order to develop the Project. The Company has a strategy of linking the Company's mine proposal to supplying coal to the Government of Bangladesh's existing and in the pipeline coal-fired power plants and / or power plants developed development partners. Together with credible, internationally recognised strategic development partners, GCM aims to deliver a practical power solution to provide the cheapest coal-fired electricity in the country, in a manner amenable to the Government of Bangladesh.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.