Result of Subscription to raise £3.5 million

Rockfire Resources PLC

20 September 2023

 

THIS ANNOUNCEMENT  AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE, TRANSMISSION, DISTRIBUTION OR FORWARDING, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE, TRANSMISSION, DISTRIBUTION OR FORWARDING WOULD BE UNLAWFUL (OR TO ANY PERSONS IN ANY OF THOSE JURISDICTIONS).

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO PURCHASE AND/OR SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN ROCKFIRE RESOURCES PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION, SHALL FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH ANY INVESTMENT DECISION IN RESPECT OF ROCKFIRE RESOURCES PLC.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE UK VERSION OF THE MARKET ABUSE REGULATION (EU) NO.596/2014, WHICH FORMS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR").

20 September 2023

Rockfire Resources plc

("Rockfire" or the "Company")

Result of Subscription to raise £3.5 million

Further to the announcement (the "Earlier Announcement") released by the Company on 15 September 2023 Rockfire Resources plc (LON: ROCK), the gold, base metal and critical mineral exploration company, is pleased to announce that it has successfully raised £3.5 million (before expenses), through two new institutional investors (the "Institutional Investors") subscribing for 700,000,000 new ordinary shares (the "Subscription Shares") at a price of 0.5 pence per share (the " Subscription Price"). The net proceeds of the Subscription will be used to: (i) satisfy the Initial Consideration for the acquisition of Emirates Gold DMCC and Emperesse Bullion LLC; (ii) contribute towards the costs associated with the Transaction; (iii) continue drilling at the Molaoi zinc, silver, lead and germanium project in Greece; and (iv) fund the working capital requirements within the Company.

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

The Subscription is conditional, inter alia, on admission of the Subscription Shares to trading on AIM ("Admission") becoming effective. Application has been made to the London Stock Exchange for the Subscription Shares to be admitted to trading on AIM. It is expected that Admission will become effective and that dealings in the Subscription Shares on AIM will commence on or around 26 September 2023.

Paloma Precious DMCC, which holds 400,000,000 Ordinary Shares, representing approximately 15.7 per cent. of the issued share capital of the Company as enlarged by the Subscription, has provided notification to Rockfire that it intends to dispose of its entire 15.7% interest in the Company and that it is finalising this sale (the "Paloma Share Sale"). A further announcement will be made once Paloma Share Sale is completed.

On Admission, the Company's issued ordinary share capital will consist of 2,544,547,293 Ordinary Shares, with one vote per share. The Company does not hold any ordinary shares in treasury. Therefore, on Admission, the total number of ordinary shares and voting rights in the Company will be 2,544,547,293.  With effect from Admission, this figure may be used by shareholders in the Company 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 share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Capitalised terms used in this announcement have the meanings given to them in the Earlier Announcement, unless the context provides otherwise.

The person responsible for arranging the release of this announcement on behalf of the Company is David Price, Chief Executive Officer of the Company.

For further information on the Company, please visit www.rockfireresources.com or contact the following: 

Rockfire Resources plc:	[e-mail]
David Price, Chief Executive Officer Gordon Hart, Chairman
Allenby Capital Limited (Nominated Adviser & Broker):	Tel: [phone]
John Depasquale / George Payne (Corporate Finance)
Matt Butlin / Kelly Gardner (Sales and Corporate Broking)

Notes to Editors

Rockfire Resources plc (LON: ROCK) is a gold, base metal and critical mineral exploration company, with a high-grade zinc/lead/silver/germanium deposit in Greece, and a portfolio of gold/copper/silver projects in Queensland Australia..

§ The Molaoi deposit in Greece has a JORC resource of 210,000 tonnes of zinc, 39,000 tonnes of lead and 3.5 million ounces of silver, using a 4% Zn cut off.

§ The Plateau deposit in Queensland has a JORC resource of 131,000 ounces of gold and 800,000 ounces of silver, using a 0.5g/t Au cut off. 53,000 of these ounces lie within the top 100m from surface.

§ The Copperhead deposit in Queensland has a JORC resource of 80,000 tonnes of copper, 9,400 tonnes of molybdenum and 1.1 million ounces of silver, using a 0.13% CuEq. cut off.

 

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