Fundraise and update re Martello Gold Project

Richmond Hill Resources PLC (AIM: RHR) announces that the Company has raised gross proceeds of £600,000 through a placing of 23,077,000 new ordinary shares of 0.1 pence each (“Ordinary Shares”) at a price of 2.6 pence per new ordinary share (the “Issue Price”) (the “Placing”). In addition, further to the announcement on 18 December 2025, the Company has entered into a sale and purchase agreement (“SPA”) with Ulvestone Ltd (“the Vendor”) with respect to the Martello Gold Project in Canada.

Placing

Richmond Hill has raised gross proceeds of £600,000 comprising the Placing of 23,077,000 new Ordinary Shares at the Issue Price through its broker, Clear Capital Limited. The Issue Price represents a 6% premium to the mid-market closing price of 2.45 pence per Ordinary Share on 27 January 2026, being the latest practicable business day prior to the publication of this announcement.

The net proceeds of the Placing will be used to provide the Company with additional funding for general working capital and to progress its newly acquired Martello Gold Project in Ontario, Canada.

The Company is exploring the implementation of a facility to enable retail investors to participate in a future equity fundraise. A further announcement will be made in due course should such a facility be established.

Martello Gold Project

The Company has entered into an SPA to acquire the Martello Gold Project. The terms of the SPA are the same as the terms announced on 18 December 2025 with the exception that the vendor party has changed from Olerud Ltd to Ulvestone Limited. Ulvestone Ltd has assumed the Vendor’s rights and obligations under the transaction in place of Olerud Ltd. Both companies are controlled by James Ikin, a substantial shareholder in the Company.

As announced on 5 January 2026, work has commenced on historic data compilation and digitisation is ongoing to define high-priority drill targets for a maiden drill programme.The Company has been informed that the database compilation will be completed shortly.

Initial Cash and Equity Payment and Issue of Creditor Shares

Richmond Hill will shortly make a payment to the Vendor of £100,000 in cash.

Richmond Hill has also issued 38,750,000 new Ordinary Shares at a price of 2 pence per share (“Consideration Shares”) to the Vendor in line with the first tranche payment due to the Vendor under the SPA.

The Company has also issued 1,300,000 new Ordinary Shares in the Company at a price of 2 pence per share to an outstanding creditor to settle existing liabilities (“Creditor Shares”).

Related Party Transaction

James Ikin, who is a substantial shareholder in the Company, controls the Vendor and therefore the entering into of the SPA constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies. 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…