Goldstone Resources - Circular, AGM Notice & Interest Conversion
9 November 2026
GOLDSTONE RESOURCES LIMITED
(“Goldstone” or the “Company”)
Posting of Circular, Notice of AGM and Interest Conversion
GoldStone Resources Limited (AIM: GRL) announces that the Circular, including a Notice of AGM, has been posted to Shareholders. The Circular is also available on the Company's website at www.goldstoneresources.com.
The time of the AGM is 11.00 a.m. on Wednesday, 25 November 2026 and will be held at the offices of Faegre Drinker Biddle & Reath LLP at Level 18, 8 Bishopsgate, London EC2N 4BQ.
The Board understands that the AGM also serves as a forum for shareholders to raise questions and comments. The Directors would be delighted to address any queries prior to the AGM from Shareholders not wishing to attend in person, including any which Shareholders wish to raise prior to submitting proxy votes for the AGM. Therefore, if shareholders do have any questions or comments relating to the business of the meeting that they would like to ask the Board, they are asked to submit those questions in writing via email to info@goldstoneresources.com by no later than 11.00 a.m. on 23 November 2026.
Interest Conversion - Gold Loan
The Company also announces that Asian Investment Management Services Limited (“AIMSL”) has agreed to accept settlement of all accrued interest outstanding under the gold loan agreement with AIMSL entered into on 19 June 2020, as amended (the “Gold Loan”), being 351.40 troy ounces (equivalent to approximately £1.09 million at an agreed conversion price of USD4,200 per ounce and an exchange rate of USD:GBP 0.74), by way of conversion into equity (the “Interest Conversion”).
Accordingly, subject to the passing of Resolutions 9 and 10 at the AGM, the Company will issue 109,215,120 new ordinary shares of 1 penny each in the capital of the Company (“Ordinary Shares”) to AIMSL at an issue price of 1 penny per Ordinary Share (the “Interest Conversion Shares”). Following Admission (as defined below), AIMSL will hold 506,183,972 Ordinary Shares, representing approximately 28.3 per cent. of the Company’s enlarged issued share capital.
Following the Interest Conversion, only the principal amount of the Gold Loan, being 1,871.31 troy ounces, will remain outstanding, and interest will only begin to accrue on the Gold Loan from 1 January 2027 (unless the Gold Loan is repaid before that date).
Related Party Transaction
As AIMSL is a substantial shareholder of the Company, the Interest Conversion is deemed to constitute a related party transaction under Rule 13 of the AIM Rules for Companies. Having consulted with the Company’s Nominated Adviser, Strand Hanson Limited, all of the Company’s directors (save for Campbell Smyth, who is the director nominated by AIMSL and therefore not independent) consider the terms of the Interest Conversion to be fair and reasonable insofar as shareholders are concerned.
Admission and Total Voting Rights
Subject to the passing of Resolutions 9 and 10 at the AGM, application will be made to the London Stock Exchange for the Interest Conversion Shares to be admitted to trading on AIM (“Admission”). Admission is expected to become effective at 8.00 a.m. on or around 27 November 2026.
The Interest Conversion Shares will be issued fully paid and will rank pari passu in all respects with the Company’s existing Ordinary Shares.
Following Admission, the Company’s issued share capital will comprise 1,786,640,133 Ordinary Shares, each with one voting right. The Company does not hold any Ordinary Shares in treasury. Accordingly, following Admission, the total number of voting rights in the Company will be 1,786,640,133, which may be used by shareholders, 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 Company under the FCA’s Disclosure Guidance and Transparency Rules.
ENDS
For further information, please contact:
GoldStone Resources Limited
Emma Priestley / Mike Jones
Tel: +44 (0)1534 487 757
Strand Hanson Limited
James Dance / James Bellman
Tel: +44 (0)20 7409 3494
Marex Financial
Angelo Sofocleous / Matt Bailey
Tel: +44 (0)20 7650 4075
corporate@marex.com
St Brides Partners Ltd
Susie Geliher / Ana Ribeiro
Tel: +44 (0)20 7236 1177
goldstone@stbridespartners.co.uk
About GoldStone Resources Limited
GoldStone Resources Limited (AIM: GRL) is an AIM-quoted gold mining, development and exploration company with its principal operations in Ghana, West Africa.
The Company is focused on the operation and development of the Akrokeri-Homase Gold Project in south-western Ghana, which hosts a Mineral Resource of 10.6 Mt at an average grade of 1.77 g/t for 602,000 ounces of gold (Measured, Indicated and Inferred), reported in November 2012 under the JORC Code (2004) and not yet updated for mining since 2021. The resource is contained within a 4.4 km section of the Homase Trend, comprising Homase North, Homase Pit and Homase South.
The project includes two historical gold mines: the Akrokeri Ashanti Mine, which produced approximately 75,000 ounces of gold at a recovered grade of 24 g/t in the early 1900s, and the Homase Pit, which was developed by AngloGold Ashanti in 2002–2003 and produced approximately 52,000 ounces of gold at a recovered grade of 2.5 g/t.
GoldStone's current operations are focused on gold production at the Homase Mine, alongside the evaluation of opportunities to expand the existing mineral resource, enhance processing capabilities and advance the wider Akrokeri-Homase project.
In addition to its Ghanaian operations, GoldStone has an interest in a gold project in Sierra Leone, providing the Company with an opportunity to broaden its exploration and development activities in West Africa.
The Company's strategy is to develop a portfolio of high-quality gold assets, with a particular focus on prospective gold-bearing regions of West Africa, including the Birimian Gold Belt.
The person responsible for arranging the release of this announcement on behalf of the Company is Emma Priestley, Chief Executive Officer.
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 by virtue of the Market Abuse (Amendment) (EU Exit) Regulations 2019.
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