REG - Hummingbird Res. - Result of General Meeting and TVR

Hummingbird ResourcesAnnouncement

23/12/2024 12:45

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RNS Number : 1578R  Hummingbird Resources PLC  23 December 2024

 

 

Hummingbird Resources plc / Ticker: HUM / Index: AIM / Sector: Mining

 

23 December 2024

Hummingbird Resources plc

("Hummingbird", the "Group" or the "Company")

Result of General Meeting, and TVR

Hummingbird Resources plc (AIM: HUM) announces that at the General Meeting
held this morning, all resolutions put to shareholders were duly passed. The
resolutions included the approval of the proposed conversion of the US$30
million loan from CIG SA to the Company dated 6 November 2024 ("New CIG Loan")
into new ordinary shares of the Company ("Debt-to-Equity Conversion").

 Resolutions  For          % For   Against     % Against  Total*       Withheld **
 1            476,307,881  97.07%  14,388,871  2.93%      490,696,752  12,690,808
 2            476,328,425  97.07%  14,368,327  2.93%      490,696,752  12,690,808
 3            136,851,790  90.37%  14,586,388  9.63%      151,438,178  12,716,234
 4            475,995,425  97.01%  14,657,406  2.99%      490,652,831  12,734,729
 5            476,248,314  97.06%  14,447,438  2.94%      490,695,752  12,691,808
 6            476,908,300  97.19%  13,763,452  2.81%      490,671,752  12,715,808
 7            477,257,373  97.26%  13,439,379  2.74%      490,696,752  12,690,808

*Total does not include withheld votes

** A vote withheld is not a vote in law and is not counted in the calculation
of the votes for or against a resolution.

As detailed in the Company's circular dated 5 December 2024, the first stage
of the Debt-to-Equity Conversion will now proceed, converting US$4.55 million
of the US$30 million of the New CIG Loan into 130,958,159 new ordinary shares
of the Company at a conversion price of 2.6777 pence per share ("Stage 1
Conversion Shares"). CIG SA has confirmed to the Company its intention to
extend the maturity date of the balance of the New CIG Loan to 28 February
2025, subject to its earlier conversion as set out below.

Following the issue of the Stage 1 Conversion Shares, Nioko Resources
Corporation ("Nioko"), which on 16 December 2024 announced a firm intention to
make a cash offer for the entire issued and to be issued share capital of the
Company not already owned, or agreed to be acquired, will have a shareholding
representing approximately 49.9 per cent. of the Company's enlarged share
capital.

The conversion of the balance of the New CIG Loan into new ordinary shares of
the Company is conditional on the receipt of any regulatory approvals relating
to the consequent change of control of the ultimate beneficial ownership of
the Company's assets in Mali, Guinea and Liberia, and once issued Nioko would
hold approximately 71.8% of the Company's enlarged share capital.

Admission and Total Voting Rights

Application has been made to the London Stock Exchange for admission of the
Stage 1 Conversion Shares to trading on AIM, which is expected to take effect
on or around 24 December 2024 ("Admission").

Following Admission, the Company's issued share capital will consist of
942,267,149 ordinary shares, all with voting rights. The Company does not hold
any shares in treasury. Therefore, the total number of voting rights in the
Company following Admission will be 942,267,149, 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**

Notes to Editors:

Hummingbird Resources plc (AIM: HUM) is a leading multi-asset,
multi-jurisdiction gold producing company, member of the World Gold Council
and founding member of Single Mine Origin (www.singlemineorigin.com). The
Company currently has two core gold projects, the operational Yanfolila Gold
Mine in Mali, and the Kouroussa Gold Mine in Guinea. Furthermore, the Company
has a controlling interest in the Dugbe Gold Project in Liberia that is being
developed by joint venture partners, Pasofino Gold Limited. The final
feasibility results on Dugbe showcase 2.76Moz in Reserves and strong economics
such as a 3.5-year capex payback period once in production, and a 14-year life
of mine at a low AISC profile. Our vision is to continue to grow our asset
base, producing profitable ounces, while central to all we do being our
Environmental, Social & Governance ("ESG") policies and practices.

For further information, please visit Hummingbirdresources.co.uk
(https://www.hummingbirdresources.co.uk/)  or contact:

 

 

 Geoff Eyre, Interim CEO  Hummingbird Resources plc  Tel: +44 (0) 20 7409 6660

 Thomas Hill, FD

 Edward Montgomery, CD
 James Spinney            Strand Hanson Limited      Tel: +44 (0) 20 7409 3494

 Ritchie Balmer           Nominated Adviser
 James Asensio            Canaccord Genuity Limited  Tel: +44 (0) 20 7523 8000

 Charlie Hammond          Broker
 Bobby Morse              Buchanan                   Tel:  +44 (0) 20 7466 5000

 Oonagh Reidy             Financial PR/IR            Email: HUM@buchanan.uk.com

 George Pope

 

 

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