TIDMGRL

RNS Number : 7660R

Goldstone Resources Ltd

08 July 2022

8 July 2022

GOLDSTONE RESOURCES LIMITED

("GoldStone" or the "Company")

Exercise of Warrants and Issue of Shares

GoldStone Resources Limited (AIM: GRL) announces the exercise of, in aggregate, 6,000,000 warrants by Nguvu Holdings Limited ("Nguvu"), to subscribe for 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"). The Warrant Exercise provides GBP180,000 of additional funding to the Company.

Bond Settlement

The Company has also received the signed Bond Settlement Agreement from Nguvu, announced 12 July 2021, for which it will be allotted 3,600,000 new Ordinary Shares (the "Bond Settlement Shares"). Following the Warrant Exercise and the issue of the Bond Settlement Shares, Nguvu will hold 59,600,000 Ordinary Shares, representing approximately 12.3 per cent. of the Company's issued share capital.

Related Party Transaction

Nguvu currently holds 50,000,000 Ordinary Shares in the Company . Angela List is a director of the Company and a director of and shareholder in Nguvu. Accordingly, the Bond Settlement Agreement, as detailed above, constitutes a related party transaction pursuant to Rule 13 of the AIM Rules. The Board of Goldstone (excluding Mrs Angela List) considers, having consulted with the Company's nominated adviser, Strand Hanson Limited, that the terms and conditions of the [Bond Settlement Agreement] are fair and reasonable insofar as the shareholders of the Company are concerned.

Admission and Total Voting Rights

The 9,600,000 new Ordinary Shares to be issued to pursuant to the Warrant Exercise and Bond Settlement 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 or around 13 July 2022.

Upon Admission, the Company's issued ordinary share capital will consist of 482,633,996 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 482,633,996. 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.

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, as amended.

About GoldStone Resources Limited

GoldStone Resources Limited (AIM: GRL) is an AIM quoted exploration and development company with projects in Ghana that range from grassroots exploration to development.

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 Akrokerri 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 52,000 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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