American Marconi Wireless News - Guardian Metal Resources PLC Announces Closing of U.S. Initial Public Offering

LONDON, UK / ACCESS Newswire / March 24, 2026 / Guardian Metal Resources plc (LON:GMET)(OTCQX:GMTLF)(NYSE A:GMTL), a U.S.-focused exploration-stage company focused on tungsten in Nevada, United States, is pleased to announce the closing of its previously announced initial public offering in the United States of 4,444,400 American Depositary Shares ("ADSs"), representing 22,222,000 ordinary shares ("ADS Shares"), at an initial public offering price of $13.50 per ADS. Guardian Metal also announces the exercise of the underwriters' over-allotment option to purchase an additional 611,553 ADSs (the "Over-Allotment Option Exercise"), representing 3,057,765 ordinary shares ("ADS Option Shares"). No further ADSs will be purchased pursuant to the underwriters' over-allotment option following the Over-Allotment Option Exercise. Total gross proceeds to Guardian Metal, before underwriting discounts and commissions and offering expenses, were approximately $68.3 million. All of the ADSs were offered by Guardian Metal.

BMO Capital Markets Corp. acted as lead book-running manager; Cantor Fitzgerald & Co. acted as bookrunning manager; and D.A. Davidson & Co. and Berenberg Capital Markets LLC each acted as co-managers for the offering.

Tamesis Partners LLP acted as capital markets advisor to Guardian Metal.

The offering was made only by means of a prospectus. The final prospectus related to the offering was filed with the U.S. Securities and Exchange Commission (the "SEC"). Copies of the final prospectus can be obtained from: BMO Capital Markets Corp., Attn: Equity Syndicate Department, 151 W 42nd Street, 32nd Floor, New York, NY 10036, or by email at [email protected].

ADMISSION AND TOTAL VOTING RIGHTS

22,222,000 ADS Shares were admitted to trading on AIM at 8:00 a.m. GMT on March 24, 2026. Application has been made for admission of the 3,057,765 ADS Option Shares to trading on AIM at 8:00 a.m. GMT on March 25, 2026 ("Admission"). The ADS Option Shares will rank pari passu in all respects with the other ordinary shares of the Company currently trading on AIM. Following Admission, the Company's issued share capital will comprise 194,007,981 ordinary shares of £0.01 each. This number represents the total voting rights in the Company and may be used by shareholders as the denominator for the calculation by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

For the avoidance of doubt, such prospectus does not constitute a "prospectus" for the purposes of (i) Regulation (EU) 2017/1129 (the "EU Prospectus Regulation") and will not have been reviewed by any competent authority in any EU member state or (ii) the UK's Public Offers and Admissions to Trading Regulations 2024 (the "POATRs") and will not have been reviewed by the Financial Conduct Authority.

A registration statement relating to the ADSs has been filed with, and declared effective by, the SEC. Copies of the registration statement can be accessed through the SEC's website at www.sec.gov. This announcement does not constitute or form part of an offer to sell or issue, or a solicitation of an offer to subscribe for or buy securities. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer, solicitation, sale or commitment whatsoever in any jurisdiction in which such offer, solicitation, sale or commitment would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

In any member state of the European Economic Area (the "EEA") this announcement and any offering are only addressed to and directed at persons who are "qualified investors" ("EU Qualified Investors") within the meaning of the EU Prospectus Regulation. In the United Kingdom, this announcement and any offering are only addressed to and directed at persons who are qualified investors within the meaning of paragraph 15 of Schedule 1 of the POATRs ("UK Qualified Investors") and who are investment professionals as specified in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Financial Promotion Order") or high net worth companies, unincorporated associations etc. as defined in Article 49(2) of the Financial Promotion Order, or to other persons to which it may otherwise lawfully be communicated or caused to be communicated (all such persons being referred to as "relevant persons").

This announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not relevant persons, and (ii) in any member state of the EEA, by persons who are not EU Qualified Investors. Any investment or investment activity to which this announcement relates is available only to and will only be engaged with (i) in the United Kingdom, relevant persons, and (ii) in any member state of the EEA, EU Qualified Investors.

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014 (which forms part of domestic UK law pursuant to the European Union (Withdrawal) Act 2018).

Forward Looking Statements

This announcement contains forward-looking statements relating to expected or anticipated future events and anticipated results that are forward-looking in nature, and, as a result, are subject to certain risks and uncertainties, such as general economic, market and business conditions, competition for qualified staff, the regulatory process and actions, technical issues, new legislation, uncertainties resulting from potential delays or changes in plans, uncertainties resulting from working in a new political jurisdiction, uncertainties regarding the results of exploration, uncertainties regarding the timing and granting of prospecting rights, uncertainties regarding the timing and granting of regulatory and other third party consents and approvals, uncertainties regarding Guardian Metal's or any third party's ability to execute and implement future plans, and the occurrence of unexpected events. Completion of the offering and the terms thereof are subject to numerous factors, many of which are beyond the control of Guardian Metal, including, without limitation, market conditions, failure of customary closing conditions and the risk factors and other matters set forth in Guardian Metal's filings with the SEC. Guardian Metal undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may or should be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness. The information in this announcement is subject to change.

For further information in the United States contact the following:

For further information in the United Kingdom contact the following:

About Guardian Metal Resources

Guardian Metal Resources PLC (LON: GMET, OTCQX: GMTLF, NYSE A: GMTL) is a U.S.-focused exploration-stage company focused on tungsten in Nevada, United States. Its principal tungsten asset is the Pilot Mountain project, followed by the Tempiute project, which are both situated in historic tungsten districts with well-known occurrences of mineralization that have seen prior tungsten mining activity by third parties.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

SOURCE: Guardian Metal Resources PLC

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M.Thompson--AMWN