REG - Goldstone Resources - Fee Conversions

Goldstone ResourcesAnnouncement

31/01/2023 07:00

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RNS Number : 3818O  Goldstone Resources Ltd  31 January 2023

31 January 2023

 

GOLDSTONE RESOURCES LIMITED

("GoldStone" or the "Company")

 

Fee Conversions

 

GoldStone Resources Limited (AIM:GRL), announces the issue of, in aggregate,
2,323,286 new ordinary shares of 1p each in the Company ("Ordinary Shares")
pursuant to the conversion of accrued fees due to a director of the Company to
30 December 2022,  an issue of shares to a senior employee of the Company,
and an issue of shares to an adviser in lieu of fees, in order to preserve
cash within the Company working capital purposes.

The accrued and unpaid fees to 30 December 2022 due to Bill Trew,
Non-Executive Chairman of the Company, amount to £52,650, which will be
converted into 1,442,465 new Ordinary Shares at a conversion price of 3.65p,
being the mid-market closing price of the Company's Ordinary Shares on 30
January 2023, the latest practicable date prior to this announcement (the
"Director Fee Conversion Shares"). The Director Fee Conversion Shares will be
issued to Oxus Mining Limited, a Company solely owned and controlled by Bill
Trew. Bill Trew's direct and indirect resulting beneficial interest in the
Company's Ordinary Shares following the issue of the Director Fee Conversion
Shares will be as shown below.

 Name                 Number of Ordinary Shares Currently Owned  Number of Fee Conversion Shares  Resultant Shareholding in the Company  Percentage of the issued Share Capital of the Company
 William (Bill) Trew  129,656,575                                1,442,465                        131,099,040*                           26.30%

 

 

* Of which, 125,656,575 Ordinary Shares are held by Paracale Gold Limited, a
company of which Mr William Trew is a director and shareholder, 4,000,000 are
held directly by Mr Trew and 1,442,465 Ordinary Shares, being the Director Fee
Conversion Shares, will be held by Oxus Mining Limited.

 

In addition, the Company will issue 332,876 new Ordinary Shares to a senior
employee of the Company and 547,945 new Ordinary Shares to an adviser to the
Company in lieu of fees ("Additional Fee Conversion Shares").

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for the Director Fee
Conversion Shares and the Additional Fee Conversion Shares (together, the "Fee
Shares") to be admitted to trading on AIM ("Admission") at 8.00 a.m. on or
around 6 February 2023. The Fee Conversion Shares and Senior Management Shares
will be issued as fully paid and will rank pari passu in all respects with the
existing Ordinary Shares, including the right to receive dividends and other
distributions declared on or after the date on which they are issued.

Upon Admission, the Company's issued ordinary share capital will consist of
498,513,333 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 498,513,333. 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

The issue of the Director Fee Conversion Shares to certain directors of the
Company is a related party transaction under AIM Rule 13 of the AIM Rules for
Companies. The independent directors of the Company in respect of the Director
Fee Conversion, being all of the Company's directors except for Bill Trew,
 consider, having consulted with the Company's Nominated Adviser, Strand
Hanson Limited, that the terms and conditions of the Director Fee Conversion
Shares issues 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

 St Brides Partners Ltd             Tel: +44 (0)20 7236 1177

 Susie Geliher / Max Bennett

 

 

About GoldStone Resources Limited

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

 

The Company is focused on developing the Akrokeri-Homase project in
south-western Ghana, which hosts a JORC Code compliant 602,000oz 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.  Production is currently focussed on the Homase
Mine however 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.

 

 

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).

 

 

PDMR Notification Form

 

Further details of the PDMR dealings are included below. This information has
been provided in accordance with Article 5(1)(b) of the Market Abuse
Regulation (EU) No 596/2014 which is part of UK law by virtue of the European
Union (Withdrawal) Act 2018.

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         William (Bill) Trew
 2.  Reason for the Notification
 a)  Position/status                                              Non-Executive Director of the Company (Chairman)
 b)  Initial notification/amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Goldstone Resources Limited
 b)  LEI                                                          213800B7ATYRPQUTS551
 4.  Details of the transaction(s):section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv)each place
     where transactions have been conducted
 a)  Description of the Financial instrument, type of instrument  Ordinary shares of 1 penny each in the share capital of the Goldstone
                                                                  Resources Limited
     Identification code                                          JE00BRJ8YF63
 b)  Nature of the Transaction                                    Receipt of new Ordinary Shares in lieu of director fees
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  £0.0365   1,442,465

 
 d)  Aggregated information                                       N/A (Single transaction)

     Aggregated volume Price
 e)  Date of the transaction                                       30 January 2023
 f)  Place of the transaction                                     London Stock Exchange, AIM Market (XLON)

 

d)

Aggregated information

Aggregated volume Price

N/A (Single transaction)

e)

Date of the transaction

 30 January 2023

f)

Place of the transaction

London Stock Exchange, AIM Market (XLON)

 

 

 

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