TIDMGRL

RNS Number : 6065Q

Goldstone Resources Ltd

01 March 2021

1 March 2021

GOLDSTONE RESOURCES LIMITED

("GoldStone" or the "Company")

Gold Loan Update and Exercise of Warrants

GoldStone Resources Limited (AIM: GRL), the AIM quoted gold exploration and development company focused on bringing the Homase South Pit within its Akrokeri-Homase Gold Project ("AKHM") into production, is pleased to announce that, further to its announcement of 18 December 2020, it has agreed with Asian Investment Management Services Ltd ("AIMS") a further deferment of the gold loan interest payment to 30 June 2021 (previously deferred to 31 March 2021) and the exercise of warrants by AIMS over 40,000,000 new ordinary shares of 1 penny each in the capital of the Company ("Ordinary Shares") at a price of 3 pence per Ordinary Share (the "Warrant Exercise"), for consideration of 2,000,000 new Ordinary Shares being issued to AIMS (the "Deferment Agreement"). The Warrant Exercise provides GBP1,200,000 of additional funding to the Company.

The Company remains on track to achieve first gold pour within two months of the award of the Environmental Permit on 11 February 2021, and the Deferment Agreement provides additional time and working capital to enable to the Company to meet the gold loan interest payment and commence revenue generation. Following the award of the Environmental Permit, the proceeds of the Warrant Exercise will be used to meet ongoing costs associated with the ramp up of operations at AKHM.

The 42,000,000 new Ordinary Shares to be issued to AIMS pursuant to the Deferment Agreement will rank pari passu with the existing Ordinary Shares and application will be made for the New Ordinary Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective and dealings in the new Ordinary Shares will commence at 8.00 a.m. on 5 March 2021.

On Admission, AIMS will hold 72,000,000 Ordinary Shares in the Company, representing approximately 22.11 per cent. of the Company's then issued share capital and will also hold a further 50,000,000 warrants to subscribe for new Ordinary Shares at a price of 3 pence per share.

Total Voting Rights

Upon Admission, the Company's issued ordinary share capital will consist of 325,585,967 Ordinary Shares with one voting right each. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares and voting rights in the Company will be 325,585,967. With effect from Admission, this figure may be used by shareholders in the Company 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 share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Related Party Transaction

AIMS is currently interested in approximately 10.58 per cent. of the Company's issued share capital and is therefore a substantial shareholder and a related party of the Company as defined in the AIM Rules for Companies ("AIM Rules").

Accordingly, entering into the Deferment Agreement, as detailed above, is deemed to be a related party transaction pursuant to Rule 13 of the AIM Rules and it is noted that the board of Goldstone considers, having consulted with the Company's nominated adviser, Strand Hanson Limited, that the terms and conditions of the Deferment Agreement are fair and reasonable insofar as the shareholders of the Company are concerned.

For further information, please contact:

 
 GoldStone Resources Limited 
 Bill Trew / Emma Priestley       Tel: +44 (0)1534 487 757 
 
 Strand Hanson Limited 
 James Dance / James Bellman      Tel: +44 (0)20 7409 3494 
 
 S. P. Angel Corporate Finance 
  LLP 
 Ewan Leggat / Charlie Bouverat   Tel: +44 (0)20 3470 0501 
 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014.

About GoldStone Resources Limited

GoldStone Resources Limited (AIM: GRL) is an AIM quoted gold exploration and development company.

The Company is focused on developing the Akrokeri-Homase project in south-western Ghana, which hosts a JORC Code compliant 602,000 oz gold resource at an average grade of 1.77 g/t. The existing resource is confined to a 4km zone of the Homase Trend, including Homase North, Homase Pit and Homase South.

The project hosts two former mines, the Akrokeri Ashanti Mine Ltd, which produced 75,000 oz gold at 24 g/t recovered grade in the early 1900s, and the Homase Pit which AngloGold Ashanti developed in 2002/03 producing 52,500 oz gold at 2.5 g/t recovered. It is the Company's intention to build a portfolio of high-quality gold projects in Ghana, with a particular focus on the highly prospective Ashanti Gold Belt.

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March 01, 2021 02:00 ET (07:00 GMT)

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