Richmond Hill Resources Plc – Fundraise and update re Martello Gold Project

Richmond Hill Resources Plc – Fundraise and update re Martello Gold Project

PR Newswire

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£600,000comprising 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 Hillhas also issued 38,750,000 new Ordinary Shares at a price of2 pence
per share (“Consideration Shares”) to the Vendorin 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 theLondon Stock Exchangefor the admission of
63,127,000 new Ordinary Shares to trading on AIM (“Admission”). Admission is
expected to occur on or around11 February 2026.  The new Ordinary Shares will
rankpari passuwith 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 comprise657,337,949 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 Tel: +44 (0)787958 4153

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

This information was brought to you by Cision http://news.cision.com

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