REG-Richmond Hill Resources Plc: Term sheet for high grade gold project in Canada

Richmond Hill ResourcesAnnouncement

18/12/2025 07:02

18 December 2025

Richmond Hill Resources Plc              
(“Richmond Hill” or the “Company”)

Term sheet for high grade gold project in Canada

Richmond Hill Resources announces that it has entered into a binding term
sheet (the “Term Sheet”) with Olerud Limited (the "Vendor") which sets out
the indicative commercial terms pursuant to which it is proposed that the
Company will enter into a sale and purchase agreement (the "Agreement") with
respect to the Martello Gold Project, consisting of certain licences over
prospective acreage in Ontario, Canada (the "Proposed Transaction").

Under the Term Sheet, Richmond will acquire the Martello Gold Project in
Ontario, Canada, subject to entering the Agreement, the consideration will be
satisfied by:
1.                                                   £775,000 will be
satisfied by the issue of new ordinary shares at a price to be agreed in the
Agreement between the Company and Vendor.                                     
        
2.                                                   £200,000 in cash to be
paid as follows:                                               1.             
                                             £100,000 on entering the
Agreement;                                                      
2.                                                           £50,000 to be
paid on or before 31 October 2026; and                                        
             
3.                                                           £50,000 to be
paid on or before 31 March 2027.                                              
       
          
3.                                                   Further deferred
consideration of up to £300,000 in cash subject to completion of drilling and
the Company obtaining a mineral resource estimate on the Martello Project.
Highlights on the Martello              Gold              Project
*                                                                  100%
proposed acquisition of the Martello Gold Project, Ontario                    
                                       
*                                                                  88 mining
claims located within 4,241 hectaressituated in the Wabigoon Greenstone belt
which includes numerous other reported gold deposits                          
                                 
*                                                                  South East
of Dryden Ontario, a well-known gold district                                 
                          
*                                                                  Good
availability of drill rigs and crews and other infrastructure                 
                                          
*                                                                 
Highway access to within 10km of the property, gravel roads within the
property                                                            
*                                                                             
                     High grade historic grab samples including a grab sample
of up to 1,050 g/t au                                                         
                                 
*                                                                  Three
historic mine shafts                                                          
 
*                                                                  Drilling
Permits in place
A further announcement will be made in due course at the time of the Company
entering into the Agreement with the Vendor. There can be no certainty that
the Agreement will be entered into or that the Proposed Transaction will
proceed as currently envisaged.

Related Party Transaction

James Ikin is the controller of the Vendor and also a substantial shareholder
of the Company, therefore the entering into the Term Sheet by the Company is a
"related party transaction" for the purposes of Rule 13 of the AIM Rules (the
“Transaction”). 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 in so far as the Company's shareholders are concerned.

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.                                             
          
 

 Richmond Hill Resources                                             Tel: +44 (0)7879 584153   
   Hamish Harris                                                                               
 Cairn Financial Advisers LLP (Nominated Adviser)                    Tel: +44 (0)20 7213 0880  
   Ludovico Lazzaretti / James Western                                                         
 Clear Capital Limited (Broker)                                      Tel: +44 (0)20 3869 6080  
   Bob Roberts                                                                                 
                                                                                               

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



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