Shareholders will vote on major new share authorities and a second 10-for-1 consolidation in less than a year as Premier warns it has limited funds and needs additional financing to support Zulu Lithium.
Premier African Minerals Limited has called a General Meeting for 23 September 2026, where shareholders will be asked to approve resolutions that could give the company authority to issue up to 72.6 billion additional shares as it seeks funding to support the optimisation and production ramp-up of its Zulu Lithium and Tantalum Project in Fort Rixon, Mining Zimbabwe can report.
By Rudairo Mapuranga
The proposed resolutions come as Premier forecasts a total funding requirement of approximately US$19.1 million through to 31 December 2027 and warns that it currently has limited funds and must secure additional financing to meet its commitments as they fall due.
Shareholders will vote on four special resolutions at the meeting, scheduled for 15:30 BST at 205 Rivonia Road, Morningside, Sandton, South Africa. Each resolution requires the support of more than three-quarters of votes cast.
The most significant proposal, Resolution 1, seeks authority for Premier to issue up to 58.63 billion ordinary shares over the next 24 months, providing the company with flexibility to raise equity funding for Zulu’s operational and development programme.
Premier said the authority would provide a maximum potential funding capacity of approximately US$12.7 million, based on a share price of 0.016 pence.
However, the company stressed that this should not be interpreted as an intention to raise the full amount or utilise all the shares authorised.
“It is not the intention that all share authorities sought will necessarily be used,” the company said, adding that the authority was intended to provide funding flexibility should alternative financing not be available when required.
US$19.1 Million Funding Requirement
Management’s current financial forecast identifies a total funding requirement of approximately US$19.1 million through to the end of 2027.
The projected expenditure includes approximately:
- US$10.51 million for plant operating costs;
- US$3.60 million for normal operating costs;
- US$3.09 million for overdue creditor settlements; and
- US$1.87 million for capital and operational improvement costs.
Premier’s funding plan is built around the successful commissioning and optimisation of the existing Xinhai flotation plant at Zulu, followed by a ramp-up towards sustained spodumene concentrate production.
The company expects the existing plant to be fully commissioned by the end of October 2026, with production subsequently progressing towards approximately 2,000 tonnes of spodumene concentrate per month.
Over the next 12 months, Premier is targeting the commissioning of additional processing capacity, with the longer-term objective of increasing production capacity to approximately 4,000 tonnes per month of SC6 concentrate.
The company said successful commissioning and stable concentrate production could materially improve Zulu’s ability to attract strategic investors, project-level financing and other third-party funding, reducing its dependence on further equity issues by Premier.
Creditors Could Receive More Than 5.3 Billion Shares
Resolution 2 would allow Premier to issue up to a further 5.397 billion shares to settle outstanding obligations to two creditors.
The proposed authority relates to approximately:
- US$880,000 owed to J R Goddard Contracting (Private) Limited; and
- US$289,063.53 owed to China Zenith Capital Ltd.
Premier said the authority would provide the board with flexibility to settle the obligations through shares, in whole or in part, depending on the final terms agreed with the creditors, the prevailing share price, the company’s cash position and the availability of alternative funding.
The J R Goddard debt stems from a settlement agreement following enforcement action involving movable property at the Zulu Lithium and Tantalum Project.
China Zenith Capital’s outstanding balance relates to fees connected to services provided around the Canmax prepayment and offtake arrangements.
Canmax Retains Rights to Maintain Its Stake
A third resolution would authorise Premier to issue up to another 8.567 billion shares to Canmax Technologies under conversion and participation rights connected to the companies’ offtake and prepayment arrangements.
Canmax has the right to participate in Premier fundraisings to maintain its original investment percentage of 13.38% of the company on a fully diluted basis following a funding.
The authority could also allow Canmax, at its discretion, to receive partial repayment of interest owed through the issuance of new Premier shares.
Premier said any unused shares under this authority would not be used for other purposes and the approval would lapse at the end of the relevant period.
Long Stop Date Extension Still Under Discussion
Premier’s relationship with Canmax remains central to the funding outlook for Zulu.
The companies originally entered into the Restated Offtake and Prepayment Agreement in August 2023, with subsequent amendments extending the deadline for resolving the arrangement.
On 5 January 2026, Premier and Canmax agreed to extend the Long Stop Date, subject to certain conditions, from 31 December 2025 to 30 June 2026.
In its latest General Meeting notice, Premier said the parties are now in the final stages of discussions regarding another extension and that it expects the Long Stop Date to be extended to 31 December 2026.
The proposed extension would provide Zulu with additional time to complete plant optimisation, establish sustainable production and progress longer-term funding and strategic development.
Premier’s immediate operational objective is to complete commissioning and formal sign-off of the Xinhai flotation plant and demonstrate consistent production of on-spec spodumene concentrate.
Among its targets for the first three months are concentrate grades preferably above 5.5% Li₂O, production of approximately 1.5 to 2 tonnes per hour, and improved mining capability to ensure reliable plant feed.
Zimbabwe Beneficiation Plans Enter the Funding Equation
Premier has also begun considering potential toll-treatment and local processing arrangements in Zimbabwe as the country pushes for greater domestic beneficiation of minerals.
The company said it intends to commence discussions around possible toll-treatment opportunities and local processing options to remain aligned with Government policy regarding the export and domestic processing of spodumene concentrate.
Its financial forecast assumes that, following successful commissioning, Zulu could commence sales of spodumene concentrate to Canmax or, where appropriate, have concentrate processed into lithium hydroxide in Zimbabwe before sale.
The beneficiation issue could therefore become increasingly important to Zulu’s commercial strategy as Premier works to establish a sustainable route from concentrate production to sales.
Second Share Consolidation Since October 2025
Shareholders will also vote on a proposed 10-for-1 share consolidation.
The move follows a previous consolidation implemented in October 2025.
Premier currently has approximately 50.07 billion shares in issue and said the number could become considerably larger when taking into account the additional share authorities being sought.
The proposed consolidation would convert every 10 existing ordinary shares into one new ordinary share.
Premier said the objective is to reduce the number of shares in issue, maintain liquidity and enhance the company’s ability to meet the continued listing requirements of AIM.
If approved, the consolidation will become effective once the necessary amendment to the company’s Memorandum and Articles is filed in the British Virgin Islands.
The company said it intends to complete that process as soon as possible after the General Meeting and, in any event, within four months of shareholder approval.
Going Concern Warning
Premier’s board has strongly urged shareholders to approve all four resolutions, warning that the company has limited funds and requires additional financing to meet its payment commitments and obligations.
The company said failure to approve the resolutions would materially restrict its ability to raise further equity funding.
Premier would then have to rely on alternative financing options, with no assurance that such funding would be available when required or on acceptable terms.
The company warned that failure to secure alternative funding could have a material adverse effect on both Zulu and Premier’s overall financial position.
It further acknowledged that if it is unable to obtain the additional financing required for the group’s working capital needs, a material uncertainty could arise that would cast significant doubt on the group’s ability to continue as a going concern.
For Premier shareholders, the September 23 vote presents a critical decision.
Approving the resolutions would give the company substantial flexibility to raise capital, settle creditors and support Zulu through commissioning and production ramp-up — but could also result in significant dilution if the authorities are extensively utilised.
Rejecting them, meanwhile, would restrict Premier’s ability to access equity financing at a time when the company says it needs additional capital to maintain momentum at its flagship Zimbabwe lithium project.
The outcome will be closely watched as Premier attempts to convert recent commissioning progress at Zulu into sustained production, concentrate sales and, ultimately, alternative sources of project funding.
