Central Asia Metals Completes Cygnus Metals Acquisition, Issues 78.5 Million Shares and Secures TSX Listing

Miners with digging machine

Central Asia Metals PLC (LSE:CAML) announced on Tuesday, 27 October 2026, that it has completed its acquisition of Cygnus Metals Limited following the implementation of a scheme of arrangement. The transaction brings Cygnus and its assets, including the Chibougamau copper-gold project, into the Central Asia Metals group.

The company also confirmed the listing of its ordinary shares on the Toronto Stock Exchange (TSX), the issuance of approximately 78.5 million new shares as acquisition consideration, and the appointment of Ernest Mast as an independent non-executive director.

Acquisition Completion and Share Issuance

Following the scheme becoming effective, Cygnus Metals has become a wholly owned subsidiary of Central Asia Metals.

Under the transaction terms, Cygnus shareholders were entitled to receive 0.06 new CAML shares for each Cygnus share held on the scheme record date, subject to arrangements for participants in the Share Sale Facility.

Central Asia Metals has allotted 78,474,252 new ordinary shares, each with a nominal value of US$0.01, as consideration for the acquisition. The allotment is conditional only upon admission of the shares to trading on AIM.

Admission and commencement of dealings in the new shares are expected at 08:00 GMT on 27 October 2026. Once admitted, the shares will carry the same rights as existing ordinary shares, including dividend entitlements.

Following admission, Central Asia Metals will have 256,378,533 ordinary shares in issue, including 193,325 shares held in treasury. The total number of voting rights will be 256,185,208.

Shareholders may use the voting rights figure when calculating notification obligations under the Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.

Toronto Stock Exchange Listing

Central Asia Metals confirmed that its ordinary shares have been listed on the Toronto Stock Exchange, with trading scheduled to begin at 09:30 Eastern time on 27 October 2026.

The TSX listing follows the completion of the Cygnus acquisition, which adds the Chibougamau copper-gold project to the group’s asset portfolio.

Replacement Share Options

As part of the acquisition arrangements, Central Asia Metals has granted replacement options over 649,913 ordinary shares to holders of Cygnus options outstanding at the scheme record date.

The new options replace corresponding Cygnus options cancelled upon implementation of the transaction. Each replacement option provides the right to acquire one Central Asia Metals ordinary share under equivalent terms established in the relevant replacement agreements.

The options comprise six tranches with exercise prices ranging from £0.49 to £2.89 per share and expiry dates between May 2027 and September 2029.

The largest tranche covers 392,470 ordinary shares at an exercise price of £0.49, expiring on 19 April 2029.

The remaining tranches comprise 61,480 options exercisable at £2.89 until 12 May 2027; 6,587 at £2.69 until 13 June 2027; 109,782 at £2.01 until 19 August 2027; 71,360 at £0.98 until 12 May 2028; and 8,234 at £0.51 until 16 September 2029.

Ernest Mast Joins Board as Independent Non-Executive Director

Central Asia Metals has appointed Ernest Mast to its board as an independent non-executive director, effective 27 October 2026.

Mast previously served as a non-executive director and managing director of Cygnus Metals. He was also president and chief executive officer of Doré Copper Mining, which owned the Chibougamau project before its acquisition by Cygnus.

He has more than 30 years of experience in the mining industry, covering technical, operational and executive positions.

His previous appointments include vice president of operations at New Gold Inc. and president and chief executive officer of Minera Panama, the Inmet Mining subsidiary responsible for developing the Cobre Panama project.

Mast currently serves as president and chief executive officer of PPX Mining Corp. He is a member of l’Ordre des ingénieurs du Québec and holds bachelor’s and master’s degrees in metallurgical engineering from McGill University.

His appointment was previously outlined in the Cygnus transaction scheme booklet published on 13 August 2026.

Management Comments on the Transaction

Nick Clarke, non-executive chairman of Central Asia Metals, said the acquisition forms part of the company’s strategy to combine existing production operations with development and exploration assets.

Clarke commented:

“We are delighted to complete this important acquisition for the Company, which forms a key element in our overall strategy of creating a balanced portfolio of profitable production, development-based growth and exploration potential.

“We also welcome Ernie Mast to the Board as an Independent Non-Executive Director. Ernie’s extensive industry experience will add to the Board’s capabilities, and his long association with the Chibougamau project and his relationships with key stakeholders, both locally and in Canada more generally, will be invaluable as we advance the Chibougamau project towards a development decision.”

The completion of the acquisition establishes Chibougamau as part of Central Asia Metals’ portfolio, while the company’s comments indicate that the project has yet to reach a development decision.

More About Central Asia Metals

Central Asia Metals PLC is a mining company listed on AIM under the ticker LSE:CAML. Following the acquisition of Cygnus Metals, the group includes the Chibougamau copper-gold project among its assets.

The company has also secured a listing on the Toronto Stock Exchange, expanding its exchange presence beyond London.

The completed transaction, new share issuance, replacement option grants and board appointment represent the principal corporate changes announced on 27 October 2026.

Comments

Leave a Reply

Your email address will not be published. Required fields are marked *