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Board Changes

Author Tamar Minerals Posted on Tags ,

Tamar Minerals plc (AQSE: TMR), the exploration company primarily focused on tin and copper in the South West of England, announces the following changes to the board.

In light of the appointment of Mr. Dominic Claridge as Chief Executive, Mr. Mark Thompson is assuming the role of Non-Executive Chairman and Mr. Brett Boynton is assuming the role of a Non-Executive Director alongside Mr. Andrew Wilson, who will remain as a Non-Executive Director. Mr. Sam Quinn has agreed to stand down from the board with immediate effect.

Mark Thompson, Non-Executive Chairman, of Tamar Minerals commented:

“I would like to thank Mr. Sam Quinn for his contribution to Tamar Minerals. We are grateful to Sam for his support and wise council to the board. We will him all the best in his future endeavours.”

For further information, please contact:

Tamar Minerals plc                                                                                           020 3005 5000

Mark Thompson

VSA Capital Limited                                                                                           020 3005 5000

Aquis Corporate Adviser and Broker

Andrew Raca/Dylan Sadie (Corporate Finance)

Andrew Monk (Corporate Broking)

Appointment of CEO

Author Tamar Minerals Posted on Tags

Tamar Minerals plc (AQSE: TMR), the exploration company primarily focused on tin and copper in the South West of England is pleased to announce the appointment of Dominic Claridge as Chief Executive Officer (” CEO “) of the Company with immediate effect.

Dominic has more than 35 years of experience in mining operations, project management, and consulting in precious and base-metal mining across Australia, Europe, Asia, and Africa. Dominic has considerable experience in underground and open-pit mining operations, having worked for many years on mine sites and then progressing to project management and C-suite executive. His experience working with a mix of junior and mid-tier mining companies has provided him with a multitude of skills in relation to all aspects of project development studies across a broad range of commodities.

After graduating from the University of Sydney (BE Mining), he spent the first 13 years at mining operations in Western Australia. He then took a fly in/fly out (FIFO) role assisting in the development of an underground gold mine in China. Upon his return to Australia, he joined Perilya Ltd as its Group Mining Engineer. Dominic then joined Griffin Mining as their COO where he remained for 6 years. He returned to Australia and worked for 2 junior mining companies developing assets in Namibia. He relocated to the UK in 2011 with his family. Since moving to the UK, Dominic has worked in private equity and consulting, most recently with AMC Consultants UK.

Dominic will join the Company’s executive management team and will be responsible for the day to day management of the Tamar, and the delivery of its operational objectives. The Board has determined that Dominic will undertake the role of Chief Executive Officer in an executive management capacity and will not be appointed as a Director of the Company. The Board believes that this structure provides an appropriate separation between governance and executive management, with the Board retaining responsibility for oversight, strategy and shareholder accountability.  

Related Party Transaction

The services of Dominic Claridge will comprise a minimum of two days per week and will be contractually provided by MET Mineral Resources Limited (” MMR “).   In addition, Tamar has entered into an agreement with MMR whereby the Company will be provided with the services of Sam Bolton as full time Head of Exploration, in order to manage the proposed drill programme in Cornwall.   The combined costs to Tamar of these arrangements (the ” Arrangements “) will amount to £192,000pa, which equals the costs incurred by MMR itself for providing the services of Dominic Claridge and Sam Bolton.   In addition, Mark Thompson will be reducing his board responsibilities and moving from Executive Chairman of the Company to Non-Executive Chairman with immediate effect.   His remuneration will reduce accordingly from £60,000 to 30,000pa.   MMR is a company wholly owned by Mark Thompson.   The Arrangements are therefore regarded as a related party transaction under the Aquis Growth Market Rules.

In addition, the Company has entered into a service agreement with Pure Reports Limited (the ” Service Agreement “) for the provision of certain accounting and reporting services at a cost of £35,000pa, resulting in an annual saving of £20,000.   Pure Reports Limited is a wholly owned subsidiary of VSA Capital Group plc, which operates independently of VSA Capital Limited, the Company’s Aquis Corporate Adviser.   Mark Thompson is Non-Executive Chairman and a material shareholder of VSA Capital Group plc and therefore the Service Agreement is therefore regarded as a related party transaction under the Aquis Growth Market Rules.

The independent directors of the Company, having exercised reasonable care, skill and diligence, believe the Arrangements and the Service Agreement are fair and reasonable as far as the shareholders of the Company are concerned.

Mark Thompson, Non-Executive Chairman, of Tamar Minerals commented:

“I am delighted to welcome Dominic as Chief Executive Officer. I am confident that his skills and experience will add immense value to the Company. With over three decades of experience across mining operations, he brings a wealth of expertise in relation to progressing the development of mining operations.”

For further information, please contact:

Tamar Minerals plc                                                                                           020 3005 5000

Mark Thompson

VSA Capital Limited                                                                                           020 3005 5000

Aquis Corporate Adviser and Broker

Andrew Raca/Dylan Sadie (Corporate Finance)

Andrew Monk (Corporate Broking)

Warrant Correction

Author Tamar Minerals Posted on Tags ,

Tamar Minerals plc
(“Tamar” or the “Company”)

Warrants Correction

20 May 2026 – Tamar Minerals plc (AQSE: TMR), the critical minerals explorer in South West England historic copper and tin belt, announces a correction to the warrant terms issued to former warrant holders of Godolphin Exploration Limited (” Godolphin “) in connection with the acquisition completed on 11 April 2025, of the entire issued, and to be issued, share capital of Godolphin by the Company (the ” Acquisition “).

As previously announced, it was intended that the former Godolphin warrant holders were granted with replacement warrants of equivalent value in Tamar (” Original Warrants “) to replace rights to subscribe for shares in Godolphin as part of the Acquisition. These were: 5,500,000 warrants exercisable at 8 pence each, expiring on 31 January 2029; and 1,462,500 warrants exercisable at 10 pence each, expiring on 31 May 2029.

As previously agreed with the Takeover Panel, the concert party arising from the Acquisition (” Concert Party “) was disclosed, in a circular dated 14 April 2025 (” Circular “), as holding 49.90% of the enlarged Company’s issued share capital on Admission. The resolutions relating to the approval of the Acquisition and the waiver of Rule 9 of the Takeover Code (” Rule 9 Waiver “) were duly approved by independent shareholders at the Company’s general meeting on 12 May 2025 with overwhelming support.
However, it has subsequently been identified that, in calculating the number and exercise price of the Original Warrants, there was an arithmetical error arising from the share consolidation that took effect on 12 May 2025.

Following discovery of the error in the number and exercise price of the Original Warrants, the Company intends to cancel these Original Warrants and replace them with warrants with the correct value and terms to accurately reflect the original economic intent and commercial terms. The Company confirms that the correct warrant terms are 13,750,000 warrants exercisable at 3.2 pence, expiring on 31 January 2029 and 3,656,250 warrants exercisable at 4 pence, expiring on 31 May 2029 (together, the “Replacement Warrants” ).

Members of the Concert Party currently hold, in aggregate, 3,462,500 Original Warrants. Based on the Replacement Warrants the Concert Party members will receive, in aggregate, 8,656,250 Replacement Warrants. Therefore, the maximum potential holding of the Concert Party, assuming exercise only by its members (and no other dilution), would increase to approximately 51.85%. Accordingly, the exercise of the Replacement Warrants by members of the Concert party could, in the absence of appropriate restrictions, or a new Rule 9 Waiver being sought in respect of the Replacement Warrants, result in an increase in their percentage interest in voting rights which is subject to the provisions of the Rule 9 and in such circumstances, could therefore give rise to an obligation to make a mandatory offer under Rule 9.1 of the Code.

Accordingly, having consulted the Takeover Panel, it is proposed that

1) the holders of Original Warrants surrender the Original Warrants in exchange for Replacement Warrants;

2) the terms of the Replacement Warrants will include provisions that no Replacement Warrant may be exercised by a member of the Concert Party if it would result in any member of the Concert Party being required to make a mandatory offer under Rule 9 of the Takeover Code.

3) The Concert Party warrant holders will be required to provide mandatory confirmations that they will not exercise any Replacement Warrants where such exercise would give rise to an obligation by any concert party member under Rule 9 of the Takeover Code.

4) The Company will have discretion to not permit the exercise of any Replacement Warrants if it believes that such exercise will cause a Rule 9 mandatory bid for the Company which the Board believes is not in the best interests of the Company and its shareholders as a whole.

The Company confirms that the proposed arrangements are solely intended to correct an inadvertent error in the calculations of the Original Warrants. It will not result in any change of control of the Company, and will not confer any additional benefit on the relevant holders beyond restoring their originally intended economic position as outlined in the Circular and RNS dated 11 April 2025 of the Acquisition (albeit that the percentages have changed).

For further information, please contact:

Tamar Minerals plc info@tamarminerals.com
Mark Thompson (Chief Executive)
VSA Capital Limited 020 3005 5000
Aquis Corporate Adviser and Broker
Andrew Raca/Dylan Sadie (Corporate Finance)
Andrew Monk (Corporate Broking)

£2.04m Fundraising and Acquisition

Author Tamar Minerals Posted on Tags ,

Tamar Minerals plc (AQSE: TMR), the exploration company primarily focused on tin and copper in the South West of England, is pleased to announce the successful completion of a £1.7m gross fundraise, effected by way of a placing and subscription at a price of 3 pence per share (the ” Issue Price “), pursuant to which 56,475,825 new ordinary shares of 0.2 pence each in the capital of the Company (the ” New Ordinary Shares “) have been issued (together, the ” Fundraise “).

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