GRL Goldstone Resources Limited

21 May 2024

GOLDSTONE RESOURCES LIMITED

("GoldStone" or the "Company")

Corporate Update

GoldStone Resources Limited (AIM: GRL) notes that, further to its announcement of 13 May 2024, a subscriber to the Subscription announced on 10 April 2023 has not met its obligation to provide funds. The Company has, to date, received £634,000 in funds due pursuant to the Subscription. Asian Investment Services Limited ("AIMSL"), a substantial shareholder in the Company and the provider of the Gold Loan, has agreed to subscribe for £200,000 of Subscription Shares for cash pursuant to the Subscription (the "AIMSL Subscription") to provide total gross proceeds of £834,000 (the "Fundraise"). The Board believes that the Fundraise, in conjunction with the Group's ongoing revenues and creditor arrangements, provides sufficient working capital for continued operations, and accordingly intends to close the Fundraise on receipt of funds from AIMSL, expected by Thursday, 23 May 2024, subject to which Admission is expected to take place on 24 May 2024. 

The Company notes that it has produced 1,153oz, averaging 230 oz of gold per month, from the Homase Mime in 2024 to date, and the Board believes the Fundraise provides sufficient working capital to continue production at at least this rate over the coming months. The Company may, in due course, seek to raise additional capital to support increasing its rate of production, to support additional exploration activities to increase the Company's resource base and to reduce creditors.

The Company will provide a further update on receipt of funds from AIMSL with respect to timing for Admission, resultant total voting rights, and restoration of the Company's Ordinary Shares to trading on AIM.

AIMSL Subscription and Related Party Transaction

The Company notes that, in conjunction with the AIMSL Subscription, the number of shares to be issued on Admission pursuant to the conversion of interest accrued on the Gold Loan pursuant to the Amendment Agreement will be reduced to 52,800,000 Conversion Shares, representing approximately 300 oz of the 578.4 oz of gold interest accrued on the Gold Loan to 31 December 2023.  This is in order to ensure AIMSL's interest in the Company remains below 30% of the Company's issued share capital on Admission. The balance of the Conversion Shares will be issued to AIMSL in due course on the same terms at such time as this can be achieved without increasing AIMSL's interest in the Company's Ordinary Shares above 30%.

It is also noted the AIMS intends to appoint a nominee Non-Executive Director to the Board of the Company in due course, as it is entitled to do pursuant to the Gold Loan agreement. 

AIMSL, currently holds 122,000,000 Ordinary Shares in the Company. Accordingly, the AIMSL Subscription, as detailed above, constitutes a related party transaction pursuant to Rule 13 of the AIM Rules. The Board of Goldstone considers, having consulted with the Company's nominated adviser, Strand Hanson Limited, that the terms and conditions of the AIMSL Subscription are fair and reasonable insofar as the shareholders of the Company are concerned.

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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.