Cobra Resource. Regulatory News (COBR)

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU WHICH IS PART OF DOMESTIC UK LAW PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS DEFINED IN UK MAR) IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

14 November 2023

Cobra Resources plc

("Cobra" or the "Company")

Acquisition of Remaining 25% of Wudinna Gold and Rare Earth Project

&

Launch of Placing to Raise c.£1 Million via Accelerated Bookbuild

Cobra, an exploration company focused on the Wudinna Gold and Rare Earth Project in South Australia, is pleased to announce an agreement with Andromeda Metals (ASX: ADN) ("Andromeda") pursuant to which Cobra will acquire the remaining 25% of the Wudinna Gold and Rare Earth Project (the "Wudinna Subdivision and Sale Agreement") for £260,050 in cash ("Cash Consideration") and the issue of approximately 52,010,000 new ordinary shares in Cobra at a price of 1 pence per share ("Consideration Shares").

Pursuant to the Wudinna Subdivision and Sale Agreement, Cobra's wholly owned subsidiary, Lady Alice Mines Pty Ltd ("LAM") will acquire all the exploration rights in the relevant tenements held by Andromeda's subsidiary Peninsula Resources Pty Ltd ("Peninsula") by Peninsula relinquishing existing tenement rights and LAM applying for the grant of new tenements over the areas. The partial surrender process is a preferred process for acquisition as the granting of new tenements resets the tenement clocks, enabling renewals of up to a further 18 years.

In conjunction with the Wudinna Subdivision and Sale Agreement, Cobra announces that it is proposing to raise up to £990,000, before expenses, by way of a placing (the "Placing") of up to 99,130,000 new ordinary shares of 1 pence each in the capital of the Company (the "Placing Shares") (being the Company's maximum available headroom under its existing authorities to issue and allot shares), at a price of 1 pence per Placing Share (the "Issue Price"). Each Placing Share will be issued with a warrant attached, with an exercise price of 2 pence (the "Warrants"). Any exercise of the Warrants will be subject to the approval of shareholders at a General Meeting (as explained below).

Proceeds from the Placing will be used to satisfy the Cash Consideration and the execution of the Company's planned work programme to advance the Boland ionic rare earth discovery.

The Placing Shares are being offered by way of an accelerated bookbuild process (the "Bookbuild") which will be launched immediately following the release of this announcement. SI Capital is acting as lead bookrunner in connection with the Placing. The Company has received commitments from the original vendors to Cobra of the Wudinna Gold and Rare Earth Project in 2019 (the "Former Lady Alice Unitholders") to subscribe, in cash, for approximately 60% of the Placing, thereby increasing their combined ownership of Cobra from 26.99% to up to 29.99%. In total, the Former Lady Alice Unitholders have committed to invest £606,000 subject to the issue of the Consideration Shares to Andromeda (to ensure their aggregate holdings in the Company do not exceed 29.99%).

A further announcement will be issued with the results of the Bookbuild. A circular convening a General Meeting for the purposes of, inter alia, approving the issue of the Consideration Shares and granting authority to issue the shares into which the Warrants may covert, will be published in due course. The admission to trading of the Consideration Shares will also be conditional upon the publication of a secondary prospectus by the Company.

Rupert Verco, CEO of Cobra, commented:

"We are delighted to have concluded an agreement to acquire the remaining 25% of the Wudinna Gold and Rare Earth Project from Andromeda. Andromeda will retain an ongoing interest by way of a shareholding in Cobra while enabling them to focus on bringing their Great White Kaolin mine into production. Cobra can progress the project, which includes Australia's only ionic rare earth discovery with in situ recovery potential, as the sole owner and dominant holder of palaeo-channel ground in the region.

We are pleased with the strong commitment demonstrated by the original Wudinna vendors effectively underwriting a majority of the Placing. They recognise the opportunity the market is yet to appreciate that is presented by a confirmed, scalable ionic rare earth occurrence which lends itself to a low cost, low impact mining method, on a project underpinned by a dual and complementary gold and rare earth resource.

We look forward to advancing our ionic rare earth discovery through in situ recovery concept advancement, demonstrating scale, building on outstanding metallurgy, and advancing our commercial strategy."

Enquiries:

The person who arranged for the release of this announcement was Rupert Verco, Managing Director of the Company.

About Cobra

Cobra is defining a unique multi-mineral resource at the Wudinna Gold and Rare Earth Project in South Australia's Gawler Craton, a tier one mining and exploration jurisdiction which hosts several world-class mines. Cobra's Wudinna tenements totalling 1,832 km2, and other nearby tenement rights totalling 1,429 km2, contain highly desirable and ionic rare earth mineralisation, amenable to low-cost, low impact in situ recovery mining, and critical to global decarbonisation.

Cobra's Wudinna tenements also contain extensive orogenic gold mineralisation and are characterised by potentially open-pitable, high-grade gold intersections, with ready access to infrastructure. Cobra has 22 orogenic gold targets outside of the current 279,000 Oz gold JORC Mineral Resource Estimate, and several iron oxide copper gold (IOCG) targets.

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