REG-Richmond Hill Resources Plc: Fundraise and update re Martello Gold Project

Richmond Hill ResourcesAnnouncement

28/01/2026 07:45

Richmond Hill Resources PLC          
          (“Richmond Hill” or the “Company”)          
           
Fundraise and update re Martello Gold Project

Richmond Hill Resources PLC (AIM: RHR) announces that the Company has raised
gross proceeds of £600,000 through a placing of 23,077,000 new ordinary
shares of 0.1 pence each ("Ordinary Shares") at a price of 2.6 pence per new
ordinary share (the "Issue Price") (the "Placing"). In addition,             
        further to the announcement on 18 December 2025, the Company has
entered into a sale and purchase agreement (“SPA”) with Ulvestone Ltd
(“the Vendor”) with respect to the Martello Gold Project in Canada.

Placing

Richmond Hill has raised gross proceeds of                     £600,000     
               comprising the Placing of 23,077,000 new Ordinary Shares at
the Issue Price through its broker,                     Clear Capital
Limited.                     The Issue Price represents a 6% premium to the
mid-market closing price of 2.45 pence per Ordinary Share on 27 January 2026,
being the latest practicable business day prior to the publication of this
announcement.

The net proceeds of the Placing will be used to provide the Company with
additional funding for general working capital and to progress its newly
acquired Martello Gold Project in Ontario, Canada.

The Company is exploring the implementation of a facility to enable retail
investors to participate in a future equity fundraise. A further announcement
will be made in due course should such a facility be established.

Martello Gold Project

The Company has entered into an SPA to acquire the Martello Gold Project. The
terms of the SPA are the same as the terms announced on 18 December 2025 with
the exception that the vendor party has changed from Olerud Ltd to Ulvestone
Limited. Ulvestone Ltd has assumed the Vendor’s rights and obligations under
the transaction in place of Olerud Ltd. Both companies are controlled by James
Ikin, a substantial shareholder in the Company.

As announced on 5 January 2026, work has commenced on historic data
compilation and digitisation is ongoing to define high-priority drill targets
for a maiden drill programme.                      The Company has been
informed that the database compilation will be completed shortly.

Initial Cash and Equity Payment and Issue of Creditor Shares

Richmond Hill will shortly make a payment to the Vendor of                   
 £100,000 in cash.

Richmond Hill                     has also issued 38,750,000 new Ordinary
Shares at a price of                     2 pence per share ("Consideration
Shares") to the Vendor                     in line with the first tranche
payment due to the Vendor under the SPA.

The Company has also issued 1,300,000 new Ordinary Shares in the Company at a
price of 2 pence per share to an outstanding creditor to settle existing
liabilities (“Creditor Shares”).

Related Party Transaction

James Ikin, who is a substantial shareholder in the Company, controls the
Vendor and therefore the entering into of the SPA constitutes a related party
transaction pursuant to Rule 13 of the AIM Rules for Companies. The directors
of the Company, all being independent of the transaction, having consulted
with the Company’s nominated adviser, Cairn Financial Advisers LLP, consider
that the terms of the transaction are fair and reasonable insofar as the
Company’s shareholders are concerned.

Admission

Application will be made to the                     London Stock Exchange    
                for the admission of 63,127,000 new Ordinary Shares to
trading on AIM ("Admission"). Admission is expected to occur on or around     
               11 February 2026.                      The new Ordinary
Shares will rank                                pari passu                   
           with the existing Ordinary Shares.                      

Total Voting Rights

For the purposes of the Disclosure and Transparency Rules, following
Admission, the Company's issued share capital will comprise                  
  657,337,949 Ordinary Shares of 0.1 pence each. This figure may be used by
shareholders as the denominator for calculations to determine if they are
required to notify their interest in, or a change to their interest in, the
Company under the Disclosure and Transparency Rules.

Hamish Harris, CEO of Richmond Hill, commented:                     "         
           The Board is delighted to have successfully raised funds at a
premium to the prevailing share price on 27 January 2026. With gold trading
above $5,000 per ounce at the time of this announcement and Richmond Hill is
poised to commence drilling in the near term, we are excited about the
significant momentum the Company has achieved in such a short period since
listing. This fundraise positions us strongly to unlock value for shareholders
as we advance our exploration programme.                    "

Forward Looking Statements

This announcement contains forward-looking statements relating to expected or
anticipated future events and anticipated results that are forward-looking in
nature and, as a result, are subject to certain risks and uncertainties, such
as general economic, market and business conditions, competition for qualified
staff, the regulatory process and actions, technical issues, new legislation,
uncertainties resulting from potential delays or changes in plans,
uncertainties resulting from working in a new political jurisdiction,
uncertainties regarding the results of exploration, uncertainties regarding
the timing and granting of prospecting rights, uncertainties regarding the
Company's ability to execute and implement future plans, and the occurrence of
unexpected events.                      Actual results achieved may vary from
the information provided herein as a result of numerous known and unknown
risks and uncertainties and other factors.           

This announcement contains inside information for the purposes of the UK
Market Abuse Regulation and the Directors of the Company are responsible for
the release of this announcement.

For further information, please contact:

 Richmond Hill Resources   Hamish Harris                                                 Tel: +44 (0)787958 4153    
 Cairn Financial Advisers LLP (Nominated Adviser)   Ludovico Lazzaretti / James Western  Tel: +44 (0)20 7213 0880   
 Clear Capital Limited (Broker)   Bob Roberts                                            Tel: +44 (0) 20 3869 6080  

Further information on the Company can be found on its website at             
                    www.richmondhillresources.com



Copyright (c) 2026 PR Newswire Association,LLC. All Rights Reserved