Golden Rock Regulatory News (GCG)

20 July 2023

Golden Rock Global Plc

("Golden Rock" or the "Company")

Fundraising and Broker Appointment

Golden Rock Global Plc (LSR:GCG), ( the "Company") a special purpose acquisition company, is pleased to announce the successful placing (the "Placing") of new ordinary shares of £0.001 each in the capital of the Company ("Ordinary Shares"). 

Subscription

A total of 3,800,000 new Ordinary Shares (the "Placing Shares") have been placed with investors by Clear Capital Markets Ltd at the price of 2.5 pence per Placing Share (the "Placing Price") raising gross proceeds of £95,000. 

The Placing Price represents a discount of approximately 23 per cent. to the closing mid-price of the Company's ordinary shares on 18 July 2023.

Ross Andrews, the Company's Chairman, commented: "The Placing provides the Company with adequate working capital to support its operations while negotiations with acquisition targets continue, as referenced in the Company's announcement on 19th July 2023."

Warrants

The board of directors (the "Board") has approved the grant of 5,400,000 warrants (the "Warrants") as follows: 3,800,000 Warrants to the Broker, 400,000 Warrants to Ross Andrews, 400,000 Warrants to John Croft (both being directors of the Company) and 800,000 Warrants to advisors. The Warrants have an exercise price of 2.5 pence per ordinary share and an exercise period of 3-years commencing on (and including) the date of grant. The Warrants are only capable of being exercised on the earlier of twelve months from their issuance and the Company undertaking a transaction or other corporate event the completion of which would require the publication of a prospectus.

Application for Admission

Applications have been made to the Financial Conduct Authority (the "FCA") and London Stock Exchange plc (the "LSE") respectively for the admission of the Placing Shares to the standard listing segment of the Official List of the FCA and to trading on the main market for listed securities of the LSE (together, "Admission"). It is expected that Admission will become effective on 8.00 a.m. on 26th July 2023.

The New Ordinary Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with each other and with the existing Ordinary Shares, including, without limitation, the right to receive all dividends and other distributions declared, made or paid after the date of issue. 

Following Admission, the total number of Ordinary Shares in issue in Company will be 22,975,000. The Company does not hold any shares in treasury, and therefore the total number of voting rights in the Company will be 22,975,000 following Admission, and this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

Broker Appointment

The Company is also pleased to confirm that, concurrent with the Placing, Clear Capital Markets Ltd. has been appointed Broker to the Company.