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Term sheet for high grade gold project in Canada

In brief · summary, not quotable

Richmond Hill Resources Plc has entered into a binding term sheet to acquire the Martello Gold Project in Ontario, Canada, for a total consideration of up to £1.275 million. The acquisition involves an initial £775,000 satisfied by new ordinary shares and £200,000 in cash, with a further deferred cash consideration of up to £300,000 contingent on drilling and resource estimation. The project, located in a known gold district, boasts high-grade historic grab samples, including one assaying 1,050 g/t Au, and has existing drilling permits. This transaction is considered a related party transaction, with directors deeming the terms fair and reasonable for shareholders.

Full announcement

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Richmond Hill Resources announces that it has entered into a binding term sheet (the “Term Sheet”) with Olerud Limited (the "Vendor") which sets out the indicative commercial terms pursuant to which it is proposed that the Company will enter into a sale and purchase agreement (the "Agreement") with respect to the Martello Gold Project, consisting of certain licences over prospective acreage in Ontario, Canada (the "Proposed Transaction").

Under the Term Sheet, Richmond will acquire the Martello Gold Project in Ontario, Canada, subject to entering the Agreement, the consideration will be satisfied by:

£775,000 will be satisfied by the issue of new ordinary shares at a price to be agreed in the Agreement between the Company and Vendor.

£200,000 in cash to be paid as follows:

£100,000 on entering the Agreement;

£50,000 to be paid on or before 31 October 2026; and

£50,000 to be paid on or before 31 March 2027.

Further deferred consideration of up to £300,000 in cash subject to completion of drilling and the Company obtaining a mineral resource estimate on the Martello Project.

Highlights on the Martello

Gold

Project

100% proposed acquisition of the Martello Gold Project, Ontario

88 mining claims located within 4,241 hectaressituated in the Wabigoon Greenstone belt which includes numerous other reported gold deposits

South East of Dryden Ontario, a well-known gold district

Good availability of drill rigs and crews and other infrastructure

Highway access to within 10km of the property, gravel roads within the property

High grade historic grab samples including a grab sample of up to 1,050 g/t au

Three historic mine shafts

Drilling Permits in place

A further announcement will be made in due course at the time of the Company entering into the Agreement with the Vendor. There can be no certainty that the Agreement will be entered into or that the Proposed Transaction will proceed as currently envisaged.

Related Party Transaction

James Ikin is the controller of the Vendor and also a substantial shareholder of the Company, therefore the entering into the Term Sheet by the Company is a "related party transaction" for the purposes of Rule 13 of the AIM Rules (the “Transaction”). The directors of the Company, all being independent of the Transaction, having consulted with the Company's nominated adviser, Cairn Financial Advisers LLP, consider that the terms of the Transaction are fair and reasonable in so far as the Company's shareholders are concerned.

Richmond Hill Resources Hamish HarrisTel: +44 (0)7879 584153
Cairn Financial Advisers LLP (Nominated Adviser) Ludovico Lazzaretti / James WesternTel: +44 (0)20 7213 0880
Clear Capital Limited (Broker) Bob RobertsTel: +44 (0)20 3869 6080

Further information on the Company can be found on its website at www.richmondhillresources.com

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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