TIDMGRL
RNS Number : 8939G
Goldstone Resources Ltd
29 July 2021
29 July 2021
GOLDSTONE RESOURCES LIMITED
("GoldStone" or the "Company")
Exercise of Warrants
GoldStone Resources Limited (AIM: GRL) is pleased to announce
that Paracale Gold Ltd ("Paracale") has exercised warrants to
subscribe for 20,000,000 new ordinary shares of 1 penny each in the
capital of the Company ("Ordinary Shares") at a price of 1.2 pence
per Ordinary Share (the "Warrant Conversion Exercise").
The Warrant Conversion Exercise proceeds will be set against the
related loan of USD1,224,000 provided to the Company by Paracale on
28 December 2018, which accrues interest at a daily compound rate
of 6% (the "Loan"). Accordingly, following the Warrant Conversion
Exercise, the balance of the Loan will be reduced to USD723,669.
Interest shall accrue on this outstanding principal balance in
accordance with the terms of the Loan Agreement.
The Company has also been notified by Paracale that, pursuant to
an internal re-organisation at Paracale, its holding has reduced by
10,451,000 ordinary shares.
The 20,000,000 new Ordinary Shares to be issued to Paracale 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 4 August 2021.
On Admission, Paracale will hold 115,853,754 Ordinary Shares in
the Company, representing approximately 26.31 per cent. of the
Company's issued share capital.
Total Voting Rights
Upon Admission, the Company's issued ordinary share capital will
consist of 440,338,344 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 440,338,344. 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
Bill Trew, who personally holds 4,000,000 Ordinary Shares
directly, is a director and shareholder of Paracale Gold Limited.
The issue of 20,000,000 Ordinary Shares to Paracale and the
reduction of its holding by 10,451,000 Ordinary Shares will take
the combined shareholding of Bill Trew and Paracale from 25.29% to
27.22% on Admission.
The Warrant Conversion Exercise arrangement, as detailed above,
is deemed to be a related party transaction pursuant to Rule 13 of
the AIM Rules. The board of Goldstone (excluding Mr Trew)
considers, having consulted with the Company's nominated adviser,
Strand Hanson Limited, that the terms and conditions of the Warrant
Conversion Exercise arrangement 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 Regulation (EU) No. 596/2014 as it forms part of
United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018.
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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