Issue of Equity for CLN Conversion & TVR

Nativo Resources Plc

19 January 2026

 

This announcement contains inside information for the purposes of Article 7 of the UK version of Regulation (EU) No 596/2014 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

19 January 2026

Nativo Resources Plc

("Nativo" or the "Company")

Issue of Equity for CLN Conversion

&

Total Voting Rights

Nativo Resources plc (LON:NTVO), a gold-focused mining company with interests in Peru, announces it has received a conversion notice in respect of a portion of the convertible loan notes ("CLN") held by Spartan Fund Limited (SAC) (the "CLN Holder") pursuant to the debt restructuring announced on 21 January 2025. The details follow below:

Principal amount of CLN prior to conversion:	£405,250
Amount converted on 16/01/2026:	£100,000
Ordinary shares to be issued to CLN Holder in respect of the portion of CLN converted:	16,137,361
Price at which CLN converted:	£0.0061968
Principal amount of CLN remaining:	£305,250
Maturity:	January 2028
Coupon:	5% payable in cash, quarterly in arrears
Conversion terms:	CLN Holder may convert all or part of the principal at any time into Ordinary Shares at a 20% premium over the average share price of the 5 trading days prior to the date of conversion

Admission and Total Voting Rights

Application has been made to the London Stock Exchange for the 16,137,361 new Ordinary shares to be admitted to trading on AIM ("Admission") and it is expected that such Admission will take place at 8.00 a.m. on or around on 23 January 2026.

In accordance with the provision of the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority, the Company confirms that, following the issue of the above new Ordinary shares, its issued Ordinary share capital will comprise 593,203,500 Ordinary Shares. All the Ordinary Shares have equal voting rights and none of the Ordinary Shares are held in Treasury. The total number of voting rights in the Company will therefore be 593,203,500. The above figure may be used by shareholders as the denominator for the calculations to determine if they are required to notify their interests in, or a change to their interest in, the Company.

For further information please contact:

Nativo Resources  Stephen Birrell, Chief Executive Officer	Via Vigo Consulting  [e-mail]
Zeus (Nominated Adviser and Joint Broker)  James Joyce  James Bavister	Tel: [phone]
AlbR Capital Limited (Joint Broker)  Duncan Vasey  Lucy Williams  Rose Greensmith	Tel: [phone]
Vigo Consulting (Investor Relations)  Ben Simons  Peter Jacob  Anna Sutton	Tel: [phone]  [e-mail]

About Nativo Resources plc

Nativo has interests in gold projects in Peru. The Company's strategy is based on three core activities: primary gold mining, gold ore processing, and the recovery of gold from tailings. The Company has already acquired or optioned several projects for development and has identified additional opportunities for expansion. Nativo's nearest-term objective is to scale operations on the Tesoro Gold Concession, focusing on the Bonanza and Morrocota mines. Nativo intends to allocate portions of free cash flow from mining and processing activities and future fundraises to Bitcoin purchases, and to hold Bitcoin as a long-term treasury reserve asset.

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LinkedIn: https://uk.linkedin.com/company/nativoresources-plc

X (Twitter): https://x.com/nativoresources

 

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