Red Rock Resources Plc
("Red Rock" or the "Company")
Notice of General Meeting and Issue of Convertible Note
21 November 2013
Red Rock Resources plc, the mining and exploration company with an iron ore project in Greenland, a producing gold mine in Colombia, and advanced gold exploration in Kenya, announces that it has posted to shareholders a notice of a general meeting to take place at 1 Adam Street London WC2N 6LE on 2 December 2013 at 11am.
At the general meeting, Red Rock shareholders will be asked to give the directors authorities to issue ordinary shares of 0.1p each in the Company to an aggregate nominal amount of £445,000. The authorities will expire on the conclusion of the Company's next annual general meeting which is expected to take place during December.
The authorities once granted will allow the Company to proceed with the planned purchase of 8,000,000 shares in Jupiter Mines Ltd (ASX:JMS) as announced on 14 November 2013, and will provide additional flexibility in funding.
A copy of the notice is available on the Company's website:
http://www.rrrplc.com/files/5313/8485/9601/_0_RRR_ar13_NOM.PDF
The Company further announces that it has agreed to issue an unsecured convertible loan note of £500,000 ("Convertible Note") to YA Global Master SPV, Ltd. ('YA Global'), which is advised by Yorkville Advisors LLC ('Yorkville').
The notes yield 10% per annum, and are convertible into ordinary shares for up to one year. The price of conversion will be determined by a formula equal to 97% of the six lowest daily volume weighted average prices during 12 consecutive trading days beginning on the first trading day immediately following the delivery of a notice of conversion by the bondholder with a price cap of 1 pence. The notes fall for repayment on 19 November 2014 if not previously converted.
Proceeds from the bond issuance will be divided into two parts, with approximately half of the net proceeds paid upon signature and the balance upon renewal of issue authorities at Red Rock's General Meeting currently scheduled for 2 December 2013.
The proceeds of the Convertible Note will be applied to debt reduction and to working capital purposes.
Company Chairman Andrew Bell comments:
"The Company is pleased with the terms of the convertible loan note, which incentivise the investor to maximize its gains by holding for price appreciation rather than converting immediately, thereby aligning our respective interests. This instrument diversifies the Company's funding sources while it awaits the conclusion of previously announced asset sales"
For further information contact:
Andrew Bell0207 747 9990 or 0776 647 4849 Chairman Red Rock Resources plc
Sandra Spencer 0207 747 9990 or 0775 766 0798 Investor Relations Red Rock Resources plc
Colin Aaronson / David Hignell 020 7383 5100 NOMAD Grant Thornton UK LLP
Nick Emerson 01483 413500 Broker SI Capital Ltd.
Guy Wheatley 02073828416 Joint Broker Beaufort Securities Ltd
Rupert Trefgarne 02031288817 Media Relations MHP Communications
