Goldstone Resources Regulatory News (GRL)

27 January 2023

GOLDSTONE RESOURCES LIMITED

("GoldStone" or the "Company")

Issue of £2,400,000 Convertible Loan Note and 60,000,000 Warrants

GoldStone Resources Limited (AIM: GRL), the AIM quoted company, announces that it has issued convertible loan notes to Blue Gold International Limited ("BGL" or "Blue Gold") in the nominal amount of £2,400,000 (the "Loan Notes") which are due for redemption on 30 November 2024. At the election of BGL, the Loan Notes (together with accrued interest to date) may be converted (in whole or in part) at any time prior to redemption into new ordinary shares of 1 penny each in the capital of the Company ("Ordinary Shares") at a conversion price of £0.0325 per share.

BGL has also received warrants to subscribe for up to 60,000,000 Ordinary Shares at a price of £0.04 per share exercisable at any time until 26 January 2025 (the "Warrants").

The directors of the Company ("Directors" or "Board") are mindful of the need to expand the Company's Homase Mine which produced and sold 5,153 troy ounces of gold in 2022, realising an average price of US$1,794 per oz for revenues of US$9.3m, as announced on 3 January 2023. Expansion will seek to increase production and improvement of the recovery of the heap leach operation, which is currently yielding 65% of the contained gold delivered to the heap. The proceeds from the Loan Notes will also contribute towards the purchase of plant and equipment to assist in reducing the operating costs of the operation. The Company is reviewing an exploration programme along strike and down dip of the current JORC resource, as well as exploring the anomalies that were identified, referred to in the 24 March 2022 announcement, with the soil sampling and auguring programme. In addition, the company is continuing with the ongoing exploration programme at Akrokeri Underground Mine.

Summary terms of the Loan Notes

· Issue of £2,400,000 unsecured convertible loan notes due for redemption on 30 November 2024.

· The Loan Notes are denominated in units of £10,000, are unsecured and will attract interest at a rate of 8 per cent per annum, compounded daily until redemption or conversion. 

· The Loan Notes, including accrued interest, are convertible at any time prior to cash redemption, at the holder's election, into new Ordinary Shares at a price of £0.0325 per Ordinary Share (the "Conversion Shares").

· BGL shall also receive Warrants to subscribe for up to 60,000,000 new Ordinary Shares at a price of 4 pence per Ordinary Share at any time during the 2-year period following the grant date.

· Pursuant to the Loan Note agreement, BGL has the right to appoint a non-executive director to the Board, subject, inter alia, to the consent of the Company's Nominated Adviser with respect to suitability.

Blue Gold Limited

Blue Gold is a subsidiary of Blue International Holdings Limited. Blue Gold acquired the gold producing Bogoso Prestea Gold Mine in the Ashanti gold belt in Ghana in September 2020. Blue Gold owns 90% of the Project, with the Government of Ghana holding the remaining 10% interest. Bogoso Prestea has one of the largest mining concessions in Ghana, with an 82 kilometre gold strike within the Ashanti gold belt.

Emma Priestley, CEO of GoldStone, commented:

"Blue Gold shares our vision for the expansion of the Homase Mine and the potential development of the Homase-Akrokeri Project in Ghana. In what remains a challenging market for the natural resources sector, we welcome and value the support of Blue Gold, who we believe will assist the company in this business venture, and in making significant progress in Ghana."

**ENDS**

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Notes to editor:

About GoldStone Resources Limited

GoldStone Resources Limited (AIM: GRL) is an AIM quoted mining and development company with projects in Ghana that range from grassroots exploration to production.

The Company is focused on developing the Akrokeri-Homase project in south-western Ghana, which hosts a JORC Code compliant 602,000oz gold resource at an average grade of 1.77 g/t. The existing resource is confined to a 4km zone of the Homase Trend, including Homase North, Homase Pit and Homase South.

The project hosts two former mines, the Akrokerri Ashanti Mine Ltd, which produced 75,000 oz gold at 24 g/t recovered grade in the early 1900s, and the Homase Pit which AngloGold Ashanti developed in 2002/03 producing 52,000 oz gold at 2.5 g/t recovered. Production is currently focussed on the Homase Mine however it is the Company's intention to build a portfolio of high-quality gold projects in Ghana, with a particular focus on the highly prospective Ashanti Gold Belt.

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018 (as amended).

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