Pembridge Resources plc Extension to the CLN Term (5696R)

TIDMPERE

RNS Number : 5696R

Pembridge Resources plc

02 March 2023

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS AMENDED BY REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.

2 March 2023

Extension of the Convertible Loan Note Term

London, United Kingdom - Pembridge Resources plc (LSE: PERE) ("Pembridge" or the "Company") is pleased to announce that it has agreed with the holders of its Convertible Loan Notes to extend their term by two years, to 31 May 2025.

In June 2021 Pembridge raised debt of USD$3 million using 14% Convertible Loan Notes, which was used exclusively for the purchase of additional newly issued shares in Minto Metals Corp. ("Minto") when it became listed on the Toronto Stock Exchange at the IPO price of CAD$2.60 per share, giving Pembridge an overall equity stake in Minto of 11.1%. The Convertible Loan Notes had a maturity date of 31 May 2023.

Following consultation with the Convertible Loan Note holders the Convertible Loan Notes have been extended to May 2025. Interest payments will continue to be made at the same 14% per annum each year on or around 31 May of each year, with Pembridge having the right to defer payment of interest until May 2025 if the cash position of Pembridge does not permit the payment of interest. In return, Pembridge has agreed that the accrued interest up to 31 January 2023 will be settled this month from existing cash resources and the conversion price will be reduced from GBP0.08 to GBP0.0375 per share, expressed as 4.65 USD cents at the exchange rate of GBP1:USD1.24 when the arrangement was proposed.

Gati Al-Jebouri, Chief Executive Officer and Chairman of the Board of Pembridge said:

"We are very grateful to our lenders for their patience and support. This agreement keeps Pembridge in a liquid position so that we can continue to work on generating value for all Pembridge stakeholders."

Cautionary Statement

This News Release includes certain "forward-looking statements" which are not comprised of historical facts. Forward-looking statements include estimates and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company, or management, expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as "believes", "anticipates", "expects", "estimates", "may", "could", "would", "will", or "plan". Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to the Company, the Company provides no assurance that actual results will meet management's expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward-looking information in this news release includes, but is not limited to, the Company's intentions regarding its objectives, goals or future plans and statements. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, the Company's ability to predict or counteract the potential impact of COVID-19 coronavirus on factors relevant to the Company's business, failure to identify additional mineral resources, failure to convert estimated mineral resources to reserves with more advanced studies, the inability to eventually complete a feasibility study which could support a production decision, the preliminary nature of metallurgical test results may not be representative of the deposit as a whole, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, political risks, uncertainties relating to the availability and costs of financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects, capital, operating and reclamation costs varying significantly from estimates and the other risks involved in the mineral exploration and development industry, and those risks set out in the Company's public documents. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

ENDS

NOTES TO EDITORS

About Pembridge Resources plc

Pembridge is a mining company that is listed on the standard segment of the Official List of the FCA and trading on the main market for listed securities of London Stock Exchange plc. Pembridge has an investment in Minto Metals Corp, a British Columbia incorporated business listed on the TSX Venture Exchange under the symbol "MNTO" that operates the Minto mine in Yukon, Canada.

Enquiries:

Pembridge Resources plc: +44 (0) 7905 125740

Gati Al-Jebouri, Chief Executive Officer and Chairman of the Board

David James, Chief Financial Officer

Tavira Financial Ltd: +44 (0)20 7100 5100

Jonathan Evans

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March 02, 2023 02:00 ET (07:00 GMT)

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