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W Resources Plc

W Resources short term directors loans converted to shares

W Resources (LON:WRES), the tungsten, tin and gold mining company with assets in Spain and Portugal, today announced that short term loans provided by three of W’s directors, as announced on 15 November 2019, have been converted to W ordinary shares of 0.1p per share at a price of 0.307p per Ordinary Share as follows:

Loan value (£)Shares issuedResultant holdingPercentage (%)
Michael Masterman200,000.0065,146,5801,180,919,37018.20
Byron Pirola100,000.0032,573,290347,068,7505.35
Jim Argalas*42,658.4813,895,26913,895,2690.21

* €50,000

The conversion price of 0.307p is the volume weighted average price for the week ended 10 January 2020 and represents a 5.86% premium over the closing mid-price of 0.29p on 16 January 2020.

The Directors have agreed to convert these loans as a result of conditions included in the additional facility agreement provided by funds managed by BlackRock announced on 18 December 2019, requiring the loans to be renegotiated and subordinated until 2023 or converted into equity.

With the additional facility from BlackRock and these loan conversions as a result of that agreement, the directors will not be subscribing for additional shares as referred to in the Company’s announcement of 16 September 2019.

Related party transactions

The conversion of loans by directors constitute related party transactions for the purposes of AIM Rule 13. The independent directors, having consulted with the Company’s nominated adviser, Grant Thornton UK LLP, consider that the terms of the loan conversions are fair and reasonable insofar as the Company’s shareholders are concerned.

Settlement and Dealings

Application will be made for the new Ordinary Shares being issued in connection with the Placing to be admitted to trading on AIM with admission expected to occur on or around 24 January 2020.

Total Voting Rights

Following admission of the new Ordinary Shares, the W Resources’ enlarged issued share capital will comprise 6,490,042,779 Ordinary Shares with voting rights. The Company has no shares held in Treasury. This figure of 6,490,042,779 Ordinary Shares 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 in their interest in, the share capital of the Company under the FCA’s Disclosure Guidance and Transparency Rules.

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