Caledonia Mining (NYSE: CMCL) lines up US$150m Bilboes project facility

Rhea-AI Filing Summary

Caledonia Mining Corporation Plc is progressing its funding strategy for the Bilboes gold project in Zimbabwe by appointing Stanbic Bank Zimbabwe and CBZ Bank Limited as co‑lead arrangers for an interim bank facility of up to US$150 million. This facility is intended to support project development and is expected to be in place by mid‑2026, subject to customary lender processes and approvals.

The company states that this interim funding, together with its hedging programme, proceeds from a Convertible Notes Offering and cash generation from the Blanket Mine, is expected to provide additional financial flexibility as it advances its growth plans.

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Mining finance and capital structure analyst

Caledonia advances Bilboes project funding with a planned US$150m facility.

Caledonia Mining is moving a key step closer to financing the Bilboes gold project by appointing Stanbic Bank Zimbabwe and CBZ Bank as co‑lead arrangers for an interim facility of up to US$150 million. The facility is intended to support project development.

The company pairs this prospective bank funding with its hedging programme, proceeds from a Convertible Notes Offering and operating cash flow from the Blanket Mine, indicating a multi‑pronged approach to project finance rather than reliance on a single source. Actual terms and availability will depend on lender processes and approvals.

The company indicates an expectation that the interim facility will be in place by mid‑2026, providing a reference point for when more concrete information on structure, covenants and drawdown conditions may become available in future disclosures.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
Of the Securities Exchange Act of 1934

For the month of February 2026

Commission File Number: 001-38164

CALEDONIA MINING CORPORATION PLC
(Translation of registrant's name into English)

2 Mulcaster Street
St Helier
Jersey JE2 3NJ
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒      Form 40-F ☐

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		CALEDONIA MINING CORPORATION PLC
		(Registrant)
Date: February 23, 2026		/s/ JOHN MARK LEARMONTH
		John Mark Learmonth
		CEO and Director

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EXHIBIT INDEX

Exhibit Number		Description
99.1		Press Release dated February 23, 2026

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Exhibit 99.1

 

Caledonia Mining Corporation Plc

Interim Funding Facility Update

Appointment of Stanbic and CBZ as Co-Lead Arrangers

(NYSE AMERICAN, AIM and VFEX: CMCL)

ST HELIER, February 23, 2026 – Caledonia Mining Corporation Plc (“Caledonia” or the “Company”) provides a further update on the interim funding facility forming part of the funding strategy announced in January 2026.

As previously disclosed, in November 2025 Caledonia launched a process to arrange an interim funding facility of up to US$150 million with a consortium of Zimbabwean and South African commercial banks (the “Interim Funding Facility”), intended to support the development of the Bilboes gold project in Zimbabwe.

Following encouraging engagement with participating banks, management, together with its advisors, has now carefully reviewed all submissions received and evaluated the alternatives proposed. After this assessment, Caledonia has appointed Stanbic Bank Zimbabwe (a member of Standard Bank Group) and CBZ Bank Limited as co-lead arrangers for the Interim Funding Facility.

The Company expects the Interim Funding Facility to be in place by mid-2026, subject to customary lender processes and approvals.

Mark Learmonth, Chief Executive Officer, commented:

“The appointment of Stanbic and CBZ as co-lead arrangers represents an important step in executing the funding strategy we set out in January.

“We believe this facility, together with our hedging programme, the proceeds from the Convertible Notes Offering and internal cash generation from Blanket Mine will provide additional financial flexibility as we continue to advance our growth plans.”

Head and Registered Office: Caledonia Mining Corporation Plc

2 Mulcaster Street, St Helier, Jersey, Channel Islands, JE2 3NJ

info@caledoniamining.com | | www.caledoniamining.com

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Enquiries

Caledonia Mining Corporation Plc Mark Learmonth Camilla Horsfall	Tel: +44 1534 679 800 Tel: +44 7817 841 793
Cavendish Capital Markets Limited (Nomad and Broker) Adrian Hadden Pearl Kellie	Tel: +44 207 397 1965 Tel: +44 131 220 9775
Camarco, Financial PR (UK) Gordon Poole Elfie Kent	Tel: +44 20 3757 4980
Curate Public Relations (Zimbabwe) Debra Tatenda	Tel: +263 77802131
IH Securities (Private) Limited (VFEX Sponsor - Zimbabwe) Lloyd Mlotshwa	Tel: +263 (242) 745 119/33/39

________

Cautionary Note Concerning Forward-Looking Information

Information and statements contained in this news release that are not historical facts are “forward-looking information” within the meaning of applicable securities legislation that involve risks and uncertainties relating, but not limited, to Caledonia’s current expectations, intentions, plans, and beliefs. Forward-looking information can often be identified by forward-looking words such as “anticipate”, “believe”, “expect”, “goal”, “plan”, “target”, “intend”, “estimate”, “could”, “should”, “may” and “will” or the negative of these terms or similar words suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Examples of forward-looking information in this news release include: Caledonia’s expectations with regard to entering into the Interim Funding Facility, raising the project finance necessary to construct the Bilboes gold project and ensuring Caledonia has the necessary financial capacity to complete the Bilboes gold project. The forward-looking information contained in this news release is based, in part, on assumptions and factors that may change or prove to be incorrect, thus causing actual results, performance or achievements to be materially different from those expressed or implied by forward-looking information. Such factors and assumptions include, but are not limited to: the successful implementation of mine plans, the establishment of estimated resources and reserves, the grade and recovery of minerals which are mined varying from estimates, success of future exploration and drilling programs, reliability of drilling, sampling and assay data, the representativeness of mineralization being accurate, success of planned metallurgical test-work, capital availability and accuracy of estimated operating costs, obtaining required governmental, environmental or other project approvals, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects and Caledonia’s experience of project development in Zimbabwe and other factors.

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To the extent any forward-looking information herein constitutes a financial outlook or future oriented financial information, any such statement is made as of the date hereof and included herein to provide prospective investors with an understanding of the Company's plans and assumptions. Security holders, potential security holders and other prospective investors should be aware that these statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those suggested by the forward-looking statements. Such factors include, but are not limited to: risks relating to estimates of mineral reserves and mineral resources proving to be inaccurate, fluctuations in gold price, risks and hazards associated with the business of mineral exploration, development and mining, risks relating to the credit worthiness or financial condition of suppliers, refiners and other parties with whom the Company does business; inadequate insurance, or inability to obtain insurance, to cover these risks and hazards, employee relations; relationships with and claims by local communities and indigenous populations; political risk; risks related to natural disasters, terrorism, civil unrest, public health concerns (including health epidemics or outbreaks of communicable diseases such as the coronavirus (COVID-19)); availability and increasing costs associated with mining inputs and labour; the speculative nature of mineral exploration and development, including the risks of obtaining or maintaining necessary licenses and permits, diminishing quantities or grades of mineral reserves as mining occurs; global financial condition, the actual results of current exploration activities, changes to conclusions of economic evaluations, and changes in project parameters to deal with unanticipated economic or other factors, risks of increased capital and operating costs, environmental, safety or regulatory risks, expropriation, the Company’s title to properties including ownership thereof, increased competition in the mining industry for properties, equipment, qualified personnel and their costs, risks relating to the uncertainty of timing of events including targeted production rate increase and currency fluctuations. These risks are not exhaustive. Further information on these and other risks that could affect Caledonia’s results is included in its filings with the Securities and Exchange Commission (“SEC”), including its Annual Report on Form 20-F for the last completed financial year, reports on Form 6-K for the most recently completed three and six month periods and the future reports that it may file from time to time with the SEC. Security holders, potential security holders and other prospective investors are cautioned not to place undue reliance on forward-looking information. By its nature, forward-looking information involves numerous assumptions, inherent risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and various future events will not occur. Caledonia undertakes no obligation to update publicly or otherwise revise any forward-looking information whether as a result of new information, future events or other such factors which affect this information, except as required by law.

This news release is not an offer of the shares of Caledonia for sale in the United States or elsewhere. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the shares of Caledonia, in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such province, state or jurisdiction.

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FAQ

What funding step did Caledonia Mining (CMCL) announce for the Bilboes gold project?

Caledonia Mining announced the appointment of Stanbic Bank Zimbabwe and CBZ Bank Limited as co-lead arrangers for an interim bank funding facility of up to US$150 million, intended to support development of the Bilboes gold project in Zimbabwe as part of its broader funding strategy.

How large is Caledonia Mining’s planned interim funding facility for Bilboes?

The company is arranging an interim funding facility of up to US$150 million. This facility is intended to form a core part of the financing required to develop the Bilboes gold project, alongside hedging arrangements, a Convertible Notes Offering and internal cash generation from the Blanket Mine.

When does Caledonia Mining expect the interim funding facility to be in place?

Caledonia Mining states that it expects the interim funding facility to be in place by mid‑2026. This timing remains subject to customary lender processes and approvals, reflecting the need to complete detailed financing documentation, credit assessments and internal bank decision-making.

Which banks are co-lead arrangers of Caledonia Mining’s interim facility?

The co-lead arrangers are Stanbic Bank Zimbabwe, a member of Standard Bank Group, and CBZ Bank Limited. These institutions were selected after Caledonia and its advisers reviewed submissions from a consortium of Zimbabwean and South African commercial banks participating in the process.

How does Caledonia Mining plan to finance the Bilboes gold project overall?

Caledonia plans to use the interim funding facility of up to US$150 million together with its hedging programme, proceeds from a Convertible Notes Offering and internal cash flow from the Blanket Mine. The company believes this combined approach will provide additional financial flexibility for advancing its growth plans.

What risks does Caledonia highlight regarding the Interim Funding Facility and Bilboes project?

Caledonia notes forward-looking risks, including establishing reserves and resources, grade and recovery variations, capital availability, obtaining governmental and environmental approvals, commodity price fluctuations, cost inflation, project development delays, political risk, and other mining-specific operational and regulatory uncertainties potentially affecting Bilboes and related financing.

Filing Exhibits & Attachments

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Press Releases

• EX-99.1 PRESS RELEASE DATED FEBRUARY 23, 2026 20.0 KB