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RNS Number : 5676B Sunrise Resources Plc 05 June 2023
5 June 2023
SUNRISE RESOURCES PLC
(the "Company")
Additional £200,000 Investment
Sunrise Resources plc (AIM: SRES), the AIM-traded company focusing on the
development of its three key Nevada based industrial mineral projects, wishes
to announce that the Company is expected to receive within the next week the
second investment, subject to amended terms as set out below, of £200,000
from Towards Net Zero, LLC (the "Investor"), a U.S.-based institutional
investor focused on the green economy, through the issuance of a convertible
security with a face value £200,000 to the Investor (the "Second Convertible
Security"), pursuant to the investment agreement with the Investor disclosed
to the market on 30 November 2022 (the "November Announcement").
The Second Convertible Security will have a term of 24 months. The Second
Convertible Security will (subject to the satisfaction of certain conditions)
be convertible into Ordinary Shares of the Company, in whole or in part, at
the option of Investor. The Investor has agreed to modify the terms of the
Second Convertible Security so that the Second Convertible Security will not
be subject to quarterly repayments set out in the November Announcement, to
assist the Company's capital management. The Conversion Price for the Second
Convertible Security will be equal to the Market Price (being 98% of the
average of five daily volume-weighted average prices of the shares on AIM
during a specified period preceding the relevant conversion, rounded down to
the next one hundredth of a pence as set out in the November Announcement)
without regard to the application of the Floor Price set out in the November
Announcement. Furthermore, the definition of the Floor Price in the November
Announcement has been amended to be the lesser of 0.1p or the par value of the
Company's Ordinary Shares, currently 0.1p. The Company may at any time, on
thirty days' notice, redeem the outstanding face value of each convertible
security for cash, with a 10% premium, subject to the Investor's rights to
hold back up to one third of the outstanding face value from redemption or
convert the outstanding convertible security. At maturity, the Company may
redeem the outstanding face value of the convertible securities for cash (with
no premium).
As noted in the November Announcement, the Investor has agreed to certain,
substantial, limitations on its ability to dispose of the shares following a
conversion of a convertible security and is contractually precluded from
shorting the Company's shares.
A summary of the remainder of the terms of the investment agreement is set out
in the November Announcement and this announcement should be read in
conjunction with the November Announcement.
Further information:
Sunrise Resources plc Tel: +44 (0)1625 838 884
Patrick Cheetham, Executive Chairman
Tel: +44 (0)207 628 3396
Beaumont Cornish Limited
Nominated Adviser
James Biddle/Roland Cornish
Tel: +44 (0)207 469 0930
Peterhouse Capital Limited
Broker
Lucy Williams/Duncan Vasey
Shares in the Company trade on AIM. EPIC: "SRES".
Website: www.sunriseresourcesplc.com
Market Abuse Regulation (MAR) Disclosure
The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 which forms part of UK domestic law by virtue of the
European Union (Withdrawal) Act 2018 ('MAR'). Upon the publication of this
announcement via Regulatory Information Service ('RIS'), this inside
information is now considered to be in the public domain.
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