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EUROPA METALS LIMITED - Fee Conversions, Grant of Options and Performance Rights, Directors Dealings and Issue of Equity

Release Date: 24/01/2023 15:00
Code(s): EUZ     PDF:  
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Fee Conversions, Grant of Options and Performance Rights, Directors’ Dealings and Issue of Equity

Europa Metals Ltd
(Incorporated and registered in Australia and registered as
an external company in the Republic of South Africa)
(Registration number 4459850)
(External company registration number 2011/116305/10)
Share code on the ASX: EUZ
Share code on AIM: EUZ
Share code on the JSE: EUZ
ISIN: AU0000014342
("Europa Metals" or “the Company”)

Fee Conversions, Grant of Options and Performance Rights, Directors’ Dealings and
Issue of Equity
Europa Metals, the European focused lead, zinc and silver developer, announces, further to its
announcement of 26 January 2022, the conversion by certain of its directors of an aggregate amount
of £42,880 of deferred/accrued remuneration for the six month period ended 31 December 2022 into
new ordinary shares of no par value in the capital of the Company (“Ordinary Shares”) (the “Fee
Conversions”). Pursuant to the Fee Conversions, the Company is today issuing, in aggregate, 1,245,988
new Ordinary Shares (the “Conversion Shares”) at a blended issue price of approximately 3.44 pence
per share as determined by applying the relevant monthly volume weighted average price for the
Company’s Ordinary Shares on AIM and relevant month end AUD:GBP exchange rate, as applicable,
to 50 per cent. of each participating director’s fees/salary for the period concerned. Such Fee
Conversions conclude the Company’s fee deferral and conversion programme.

Application will be made to the London Stock Exchange for the abovementioned 1,245,988 Conversion
Shares to be admitted to trading on AIM (“Admission”) and to the Johannesburg Stock Exchange for
quotation on AltX. It is expected that Admission will become effective and that dealings in the
Conversion Shares will commence at 8.00 a.m. on 30 January 2023.

Following Admission, the Company’s total issued ordinary share capital will comprise 94,171,790
Ordinary Shares with voting rights. This figure may be used by shareholders as the denominator for the
calculations by which they will determine if they are required to notify their interest in, or a change to
their interest in, the Company’s share capital pursuant to the Company’s Constitution.

Following Admission, the beneficial shareholdings of the directors receiving Conversion Shares will be
as follows:
 Director          Position            Number of             Total number of        % of voting rights
                                      Conversion        Ordinary Shares held       held on Admission
                                     Shares to be              on Admission
                                        received
 Myles             Executive             1,090,859                   2,108,182                      2.24
 Campion           Chairman
                   and acting
                   CEO
 Dr Evan Kirby     Non-                    155,129                     318,723                      0.34
                   Executive
                   Director

Grant of Options and Performance Rights
The Company has today also granted, in aggregate, 2,000,000 options exercisable in three tranches to
two of the Company’s Directors, Daniel Smith and Myles Campion (or their nominees) (the “Incentive
Options”). Further details of the Incentive Options are set out below:
    Director         Previous        No. of            No. of          No. of           Resultant
                     holding of      Incentive         Incentive       Incentive        holding of
                     options         Options           Options         Options          options
                                     granted           granted         granted
                                     (Tranche 1)       (Tranche 2)     (Tranche 3)

    Myles            1,591,667       250,000           375,000         375,000          2,591,667
    Campion

    Daniel Smith     180,000         250,000           375,000         375,000          1,180,000


Details of the individual tranches are as follows:
     (a) Tranche 1: exercisable at a price of 3.35 pence per share (being a 25% premium to the 30-day
         VWAP prior to their date of issue) and expiring on or before 3 years from their date of issue;
     (b) Tranche 2: exercisable at a price of 4.02 pence per share (being a 50% premium to the 30-day
         VWAP prior to their date of issue) and expiring on or before 3 years from their date of issue;
         and
     (c) Tranche 3: exercisable at a price of 4.69 pence per share (being a 75% premium to the 30-day
         VWAP prior to their date of issue) and expiring on or before 3 years from their date of issue.

In addition, a total of 3,500,000 performance rights (“Performance Rights”) have today been issued to
Myles Campion and Daniel Smith. The Performance Rights are exercisable for nil consideration and
are subject to the following performance milestone conditions and expiry dates:

Tranche        No. of              Performance Milestone Condition        Expiry Date
               Performance
               Rights and
               Recipient
1              1,500,000 to        Completion of the Option Agreement     2 years from the date
               Myles Campion       with Denarius Metals Corp. and         of issue
               (or his nominee)    receipt of initial US$550k cash
                                   payments
               250,000 to Daniel   Completion of the Option Agreement     2 years from the date
               Smith (or his       with Denarius Metals Corp. and         of issue
               nominee)            receipt of initial US$550k cash
                                   payments
2              1,500,000 to        Successful Mining Licence              2 years from the date
               Myles Campion       Application for the Toral Project      of issue
               (or his nominee)
               250,000 to Daniel   Successful Mining Licence              2 years from the date
               Smith (or his       Application for the Toral Project      of issue
               nominee)


For further information on the Company, please visit www.europametals.com or contact:

Europa Metals Ltd
Dan Smith, Non-Executive Director and Company Secretary (Australia)
T: +61 417 978 955
Myles Campion, Executive Chairman and acting CEO (UK)
T: +44 (0)20 3289 9923
Strand Hanson Limited (Nominated Adviser)
Rory Murphy/Matthew Chandler
T: +44 (0)20 7409 3494

WH Ireland Limited (Broker)
Harry Ansell/Dan Bristowe/Katy Mitchell/Sarah Mather
T: +44 (0)20 7220 1666

JSE Sponsor to Europa Metals
Questco Corporate Advisory Proprietary Limited
Sharon Owens
T: +27 (11) 011 9212


24 January 2023

The information contained within this announcement is deemed by the Company to constitute inside information as
stipulated under the Market Abuse Regulation (EU) No. 596/2014 (“MAR”) as it forms part of United Kingdom
domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended.


PDMR Notification Forms
The notifications below are made in accordance with the requirements of MAR.

 1.   Details of the person discharging managerial responsibilities / person closely associated
 a)   Name                                Myles Campion
 2.   Reason for the Notification
 a)   Position/status                           Executive Chairman and acting CEO
 b)   Initial notification/amendment            Initial notification
 3.   Details of the issuer, emission allowance market participant, auction platform, auctioneer
      or auction monitor
 a)   Name                                 Europa Metals Ltd
 b)   LEI                                       2138008QU5PGK777XM59
 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           Ordinary shares of no par value each
      instrument, type of instrument         Incentive options
                                             Performance rights over ordinary shares

      Identification code                       AU0000090060

 b)   Nature of the Transaction                 Conversion of accrued fees
                                                Grant of incentive options under the Company’s incentive
                                                plan
                                                Grant of performance rights
c)   Price(s) and volume(s)                  Price(s)                     Volume(s)

                                             3.35 pence                   1,090,859
                                             4.02 pence                   250,000
                                             4.69 pence                   375,000
                                             4.64 pence                   375,000
                                             Nil pence                    3,000,000

d)   Aggregated information                N/A (Single transaction)
     Aggregated volume price
e)   Date of the transaction               24 January 2023
f)   Place of the transaction              Outside of a trading venue

1.   Details of the person discharging managerial responsibilities / person closely associated
a)   Name                                Dr Evan Kirby
2.   Reason for the Notification
a)   Position/status                       Non-Executive Director
b)   Initial notification/amendment        Initial notification
3.   Details of the issuer, emission allowance market participant, auction platform, auctioneer
     or auction monitor
a)   Name                                 Europa Metals Ltd
b)   LEI                                   2138008QU5PGK777XM59
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           Ordinary shares of no par value each
     instrument, type of instrument
     Identification code                    AU0000090060

b)   Nature of the Transaction             Conversion of accrued fees

c)   Price(s) and volume(s)                  Price(s)                     Volume(s)

                                             3.44 pence                   155,129

d)   Aggregated information                N/A (Single transaction)
     Aggregated volume price
e)   Date of the transaction               24 January 2023
f)   Place of the transaction              Outside of a trading venue

1.   Details of the person discharging managerial responsibilities / person closely associated
a)   Name                                Daniel Smith
2.   Reason for the Notification
a)   Position/status                       Non-Executive Director
b)   Initial notification/amendment        Initial notification
3.   Details of the issuer, emission allowance market participant, auction platform, auctioneer
     or auction monitor
a)   Name                                 Europa Metals Ltd
b)   LEI                                   2138008QU5PGK777XM59
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         Incentive options
                                            Performance rights over ordinary shares

     Identification code                   AU0000090060

b)   Nature of the Transaction             Grant of incentive options under the Company’s incentive
                                           plan
                                           Grant of performance rights
c)   Price(s) and volume(s)                  Price(s)                     Volume(s)

                                             3.35 pence                   250,000
                                             4.02 pence                   375,000
                                             4.69 pence                   375,000
                                             Nil pence                    500,000

d)   Aggregated information                N/A (Single transaction)
     Aggregated volume price
e)   Date of the transaction               24 January 2023
f)   Place of the transaction              Outside of a trading venue

Date: 24-01-2023 03:00:00
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