Result of General Meeting and TVR

Hummingbird Resources PLC

23 December 2024

 

Hummingbird Resources plc / Ticker: HUM / Index: AIM / Sector: Mining

23 December 2024

Hummingbird Resources plc

("Hummingbird", the "Group" or the "Company")

Result of General Meeting, and TVR

Hummingbird Resources plc (AIM: HUM) announces that at the General Meeting held this morning, all resolutions put to shareholders were duly passed. The resolutions included the approval of the proposed conversion of the US$30 million loan from CIG SA to the Company dated 6 November 2024 ("New CIG Loan") into new ordinary shares of the Company ("Debt-to-Equity Conversion").

Resolutions	For	% For	Against	% Against	Total*	Withheld **
1	476,307,881	97.07%	14,388,871	2.93%	490,696,752	12,690,808
2	476,328,425	97.07%	14,368,327	2.93%	490,696,752	12,690,808
3	136,851,790	90.37%	14,586,388	9.63%	151,438,178	12,716,234
4	475,995,425	97.01%	14,657,406	2.99%	490,652,831	12,734,729
5	476,248,314	97.06%	14,447,438	2.94%	490,695,752	12,691,808
6	476,908,300	97.19%	13,763,452	2.81%	490,671,752	12,715,808
7	477,257,373	97.26%	13,439,379	2.74%	490,696,752	12,690,808

*Total does not include withheld votes

** A vote withheld is not a vote in law and is not counted in the calculation of the votes for or against a resolution.

As detailed in the Company's circular dated 5 December 2024, the first stage of the Debt-to-Equity Conversion will now proceed, converting US$4.55 million of the US$30 million of the New CIG Loan into 130,958,159 new ordinary shares of the Company at a conversion price of 2.6777 pence per share ("Stage 1 Conversion Shares"). CIG SA has confirmed to the Company its intention to extend the maturity date of the balance of the New CIG Loan to 28 February 2025, subject to its earlier conversion as set out below.

Following the issue of the Stage 1 Conversion Shares, Nioko Resources Corporation ("Nioko"), which on 16 December 2024 announced a firm intention to make a cash offer for the entire issued and to be issued share capital of the Company not already owned, or agreed to be acquired, will have a shareholding representing approximately 49.9 per cent. of the Company's enlarged share capital.

The conversion of the balance of the New CIG Loan into new ordinary shares of the Company is conditional on the receipt of any regulatory approvals relating to the consequent change of control of the ultimate beneficial ownership of the Company's assets in Mali, Guinea and Liberia, and once issued Nioko would hold approximately 71.8% of the Company's enlarged share capital.

Admission and Total Voting Rights

Application has been made to the London Stock Exchange for admission of the Stage 1 Conversion Shares to trading on AIM, which is expected to take effect on or around 24 December 2024 ("Admission").

Following Admission, the Company's issued share capital will consist of 942,267,149 ordinary shares, all with voting rights. The Company does not hold any shares in treasury. Therefore, the total number of voting rights in the Company following Admission will be 942,267,149, which may be used by shareholders 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 Company under the FCA's Disclosure Guidance and Transparency Rules.

**ENDS**

Notes to Editors:

Hummingbird Resources plc (AIM: HUM) is a leading multi-asset, multi-jurisdiction gold producing company, member of the World Gold Council and founding member of Single Mine Origin (www.singlemineorigin.com). The Company currently has two core gold projects, the operational Yanfolila Gold Mine in Mali, and the Kouroussa Gold Mine in Guinea. Furthermore, the Company has a controlling interest in the Dugbe Gold Project in Liberia that is being developed by joint venture partners, Pasofino Gold Limited. The final feasibility results on Dugbe showcase 2.76Moz in Reserves and strong economics such as a 3.5-year capex payback period once in production, and a 14-year life of mine at a low AISC profile. Our vision is to continue to grow our asset base, producing profitable ounces, while central to all we do being our Environmental, Social & Governance ("ESG") policies and practices.

For further information, please visit Hummingbirdresources.co.uk or contact:

Geoff Eyre, Interim CEO Thomas Hill, FD Edward Montgomery, CD	Hummingbird Resources plc	Tel: [phone]
James Spinney Ritchie Balmer	Strand Hanson Limited Nominated Adviser	Tel: [phone]
James Asensio Charlie Hammond	Canaccord Genuity Limited Broker	Tel: [phone]
Bobby Morse Oonagh Reidy George Pope	Buchanan Financial PR/IR	Tel:  [phone] Email: [e-mail]

 

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