URU Metals Limited - Extension of Convertible Loan Maturity Date & TVR

03 July 2025

URU Metals Limited

("URU" or "the Company")

Extension of Convertible Loan Maturity Date

Total Voting Rights

URU is pleased to announce that the repayment date for the convertible loan from Boothbay Absolute Return Strategies LP ("Boothbay") has been extended to 30 November 2025 ("Maturity Date") and Boothbay has also agreed that it will not convert sums due under the convertible loan note into ordinary shares of the Company ("Ordinary Shares") prior to 30 November 2025 thus exhibiting its ongoing support to the Company.

Details regarding the convertible loan note were announced by the Company on 6 May 2020, and the maturity date for the note has been extended on a number of occasions since this date by agreement of the parties. As at 31 December 2024 the total amount advanced by Boothbay Absolute Return Strategies LP to the Company was US$500,000.

Unless repaid by the Company, amounts due to Boothbay under the convertible loan note shall convert at or prior to the Maturity Date:

(i) at a price that is a 35 per cent. discount to the Volume Weighted Average Price ("VWAP") per share in the 5 trading days prior to the noteholder serving a conversion notice;

(ii) on completion of an equity fundraising by the Company, at a price that is a 35 per cent. discount to the price per share paid by investors on such equity fundraising;

(iii) on a share sale (meaning a sale of Ordinary Shares giving control of the Company, whether for cash and/or by way of exchange for shares in another company and/or for other consideration, and whether or not control of the Company changes as a result of such transaction), a 35 per cent. discount to the price per share paid on such a share sale; or

(iv) if there is no conversion notice served, equity fundraising or share sale prior to the Maturity Date, at a 35 percent. discount to the VWAP per share in the 5 trading days prior to the maturity date.

In the event that Boothbay is issued with any new Ordinary Shares pursuant to a conversion of the loan note, it will be issued with one warrant attaching to each new Ordinary Share issued, with an exercise period of 18 months from the date of grant and exercisable at £0.85 per new Ordinary Share.

Total Voting Rights

The Company notes an error in respect of the total voting rights in the announcement of 12 June 2025. Following the admission of 12,000,000 new ordinary shares of the Company on 18 June 2025, the total issued ordinary share capital was 63,167,275 ordinary shares. This figure of 63,167,275 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.

Market Abuse Regulation (MAR) Disclosure

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR. 

For further information, please contact: