REG - Cobra Resources PLC - Notice of General Meeting

Cobra ResourcesAnnouncement

07/07/2025 14:15

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RNS Number : 0333Q  Cobra Resources PLC  07 July 2025

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE
REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

 

7 July 2025

 

Cobra Resources plc

("Cobra" or the "Company")

 

Notice of General Meeting

 

Further to the announcement on 30 June 2025 regarding the conditional sale of
Wudinna Gold Assets for up to A$15M, Cobra (https://cobraplc.com/) (LSE: COBR)
(https://www.londonstockexchange.com/stock/COBR/cobra-resources-plc/company-page)
, the mineral exploration and development company advancing a potentially
world-class ionic Heavy Rare Earth Element ("HREE") discovery at its Boland
Project ("Boland") in South Australia, is pleased to confirm it has posted a
circular containing a notice to shareholders convening a general meeting
("Notice of GM"), to be held virtually at 10.00 a.m. on 24 July 2025, to seek
shareholder approval for the Transaction by way of an ordinary resolution as a
matter of good governance (shareholder approval for the Transaction is not
required pursuant to the Listing Rules).

 

The Company is pleased to note it has already received irrevocable
undertakings to vote in favour of the resolution totalling 39.38%.

 

The Notice of GM will be available shortly on the Company's website at:

https://investors.cobraplc.com/documents
(https://investors.cobraplc.com/documents) .

 

Full instructions as to how to attend and vote at the general meeting are
included in the Notice of GM.

 

As announced on 30 June 2025, and summarised again below, Cobra has entered
into a binding conditional sale agreement with Barton Gold Holdings Ltd (ASX:
BDG) ("Barton Gold") to sell and advance the Wudinna Gold Assets in return for
cash payments and ASX listed ordinary shares in Barton Gold of up to A$15
million.

 

Highlights

 

·    Barton Gold is an ASX-listed South Australia focused gold developer
with a combined existing JORC-compliant gold resource holding of 1.9 million
ounces across the Challenger, Tarcoola and Tunkillia projects, all located
northwest of the Wudinna Gold Assets within the Gawler Craton

·    With the addition of the Wudinna Gold Assets, the combined resource
holding of Barton Gold will exceed two million ounces

·    In consideration, Cobra will receive future payments totalling up to
A$15 million, including:

o  A$0.5 million of cash payments in two tranches

o  A$5 million of ordinary shares in Barton Gold payable in two tranches

o  A further A$2 million of ordinary shares in Barton Gold upon a resource
milestone

o  Up to a further A$7.5 million in cash payments from a Production Benefit

·    Cobra retains exploration licence tenure over the Boland HREE
Project, whilst assigning gold and base metal rights to Barton Gold

·    Cobra will retain mineral rights for scandium, titanium, vanadium,
and gallium, yttrium, tellurium, iodine, the rare earth elements, francium,
radium, actinium, thorium, protactinium and uranium, being those elements more
particularly represented by the atomic numbers 21, 22, 23, 31, 39, 52, 53, 57
55 - 71 and 87 - 92 across the remaining Wudinna tenements

 

Up to A$15 million consideration payments

 

Cash - up to A$8.0 million

 

·    A$50,000 non-refundable deposit upon signing

·    A$150,000 upon Completion and granting of the New Tenements

·    A$300,000 upon Final Settlement

·    up to A$7.5 million in proceeds from the Production Benefit(*) (as
further detailed below)

 

Equity - up to A$7.0 million

 

·    A$800,000 in Barton Gold shares upon Completion

·    A$4.2 million in Barton Gold ordinary shares upon Final Settlement

·    A$2.0 million in Barton Gold ordinary shares contingent upon
delineation of a JORC (2012) Mineral Resource Estimate exceeding 500,000
ounces of gold at Wudinna (currently 279,000 ounces)

 

(*)Production Benefit up to A$7.5 million

 

·    Upon the development of the Wudinna Gold Assets, a production-linked
payment of A$50 per ounce will be payable on a number of ounces equivalent to
30% of the JORC (2012) Ore Reserve declared, up to a maximum of 150,000
ounces, worth up to A$7.5 million ("Production Benefit")

·    Barton Gold has the right to buy out the Production Benefit for 50%
of its calculated value in cash or shares at its discretion prior to the start
of production

 

Terms used but not defined in this announcement have the same meaning as set
out in the Company's announcement released on 30 June 2025 available here:
https://investors.cobraplc.com/announcements/7030469
(https://investors.cobraplc.com/announcements/7030469) .

 

 

Enquiries:

 

 Cobra Resources plc                           via Vigo Consulting

 Rupert Verco (Australia)                      +44 (0)20 7390 0234

 Dan Maling (UK)

 SI Capital Limited (Joint Broker)             +44 (0)1483 413 500

 Nick Emerson

 Sam Lomanto

 Global Investment Strategy (Joint Broker)     +44 (0)20 7048 9437

 James Sheehan                                 james.sheehan@gisukltd.com

 Vigo Consulting (Financial Public Relations)  +44 (0)20 7390 0234

 Ben Simons                                    cobra@vigoconsulting.com

 Kendall Hill

 

 

About Cobra

 

In 2023, Cobra discovered a rare earth deposit with the potential to re-define
the cost of rare earth production. The highly scalable Boland ionic heavy rare
earth discovery at Cobra's Wudinna Project in South Australia's Gawler Craton
is Australia's only rare earth project amenable for in situ recovery (ISR)
mining - a low cost, low disturbance method enabling bottom quartile recovery
costs without any need for excavation or ground disturbance. Cobra is focused
on de-risking the investment value of the discovery by proving ISR as the
preferred mining method and testing the scale of the mineralisation footprint
through drilling.

 

Cobra's Wudinna tenements also contain extensive orogenic gold mineralisation,
including a 279,000-ounce gold JORC Mineral Resource Estimate, characterised
by low levels of over-burden, amenable to open pit mining.

 

Regional map showing Cobra's tenements in the heart of the Gawler Craton

 

 

 

Follow us on social media:

 

LinkedIn: https://www.linkedin.com/company/cobraresourcesplc
(https://www.linkedin.com/company/cobraresourcesplc)

X: https://twitter.com/Cobra_Resources (https://twitter.com/Cobra_Resources)

 

Engage with us by asking questions, watching video summaries and seeing what
other shareholders have to say. Navigate to our Interactive Investor hub here:
https://investors.cobraplc.com/ (https://investors.cobraplc.com/)

 

Subscribe to our news alert service:
https://investors.cobraplc.com/auth/signup
(https://investors.cobraplc.com/auth/signup)

 

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