Placing to fund on-going deep drilling at Plateau

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). With the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

29 July 2020

Rockfire Resources plc

("Rockfire" or the "Company")

Placing to fund on-going deep drilling at Plateau

Rockfire Resources plc (LON: ROCK), the gold and base metal exploration company, is pleased to announce that it has successfully completed a placing of new ordinary shares in the Company, raising net proceeds of £1,000,000. These funds provide the Company with significant financial strength to ensure a continuity of deep drilling, should a main gold zone be intersected at the Company's 100% owned Plateau Gold Deposit ("Plateau"), part of the Lighthouse tenement in North Queensland, Australia.

Highlights

·    Successful raise of £1,050,075, through a placing of 64,620,000 new ordinary shares of 0.1p each in the Company (the "Placing Shares") at an issue price of 1.625 pence per Placing Share (the "Placing")

·    The Placing Shares are being issued at a price of 1.625 pence per Placing Share, in-line with the Volume Weighted Average Price ("VWAP") for the ten day period prior to this announcement of 1.628 pence. The Company will not be issuing any warrants in connection with the Placing.

·    The Placing Shares will represent approximately 7.91 per cent. of the enlarged issued share capital of the Company and have been subscribed for by a combination of new investors and existing shareholders.

·    The net proceeds of the Placing provide the Company sufficient funding to expand its drilling programme at Plateau, should a main gold mineralised zone be encountered in the current drilling programme. The Company remains a focussed, results-driven explorer, and proceeds from the Placing ensure that the Company has funding in place to target a large gold mineralised system.

David Price, Chief Executive of Rockfire, said: "The Company has the philosophy that if our exploration proves successful and a main gold mineralised zone similar to Mt Wright is intersected, we would wish to expand our drilling at an accelerated rate. These funds provide an opportunity for Rockfire to either drill more holes at depth, or to engage multiple drilling rigs to drill simultaneously."

"Our diamond drilling program continues at the anticipated pace and budgeted rate. Drilling conditions are very good and core recovery is excellent. I will stress that there is a time-consuming process of core orientation, geotechnical and geological logging, core photography, sample interval selection, cutting and sampling to go through even before the samples are sent to the laboratory. In this light, it will still be at least 2 weeks until the first drill hole is sent to the laboratory and then a further 2-3 weeks before results are received.

"I wish to thank Allenby Capital once again for a successful placing. Our shareholders continue to support our ambitions and I extend a welcome to new shareholders. We look forward to providing you with on-going updates on our drilling activity and the ensuing assay results."

Reasons for the Placing and use of proceeds

The Company is currently drilling Stage 2 of our planned drilling programme. This consists of 1,664 metres of diamond drilling in 6 drill holes. This phase is expected to take between two and three months.

Stage 3 comprises reverse circulation drilling of 1 drill hole, for approximately 251 metres, expected to take approximately one week and diamond drilling of 1 drill hole, for 779 metres, expected to take between one and two months.

Additional stages will be planned during Phase 2 and will largely be reliant on the results of this phase. Options available to the Company include:

·    additional deep drill holes (should results from Phase 2 prove encouraging)

·    engagement of additional drilling rigs to increase the pace of drilling, or

·    to infill the existing mineralised envelope to improve confidence in an updated JORC gold resource.

Should the Company obtain positive results from the drill programme detailed above, Rockfire will look to increase its drilling at Plateau, to continue an aggressive and determined drilling project.

The Company is also planning to complete magnetometer surveys at Copperhead and Copper Dome, with a view to identifying targets for reverse circulation drilling.

Details of the Placing and total voting rights

A total of 64,620,000 Placing Shares are to be issued at a price of 1.625 pence per Share. The Placing has been conducted utilising the Company's existing share authorities. Allenby Capital acted as the Company's sole broker.  The Placing is conditional, inter alia, on admission of the Placing Shares to trading on AIM ("Admission") becoming effective.

Application has been made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM. It is expected that Admission will become effective and that dealings in the Placing Shares on AIM will commence on or around 12 August 2020.

On Admission, the Company's issued ordinary share capital will consist of 816,896,544 ordinary shares of 0.1p each, with one vote per Share. The Company does not hold any ordinary shares in treasury.  Therefore, on Admission, the total number of ordinary shares and voting rights in the Company will be 816,896,544.  With effect from Admission, this figure 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 to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Information to distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that the Placing Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, investors should note that: the price of the Placing Shares may decline and investors could lose all or part of their investment; Placing Shares offer no guaranteed income and no capital protection; and an investment in Placing Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing.  Furthermore, it is noted that, notwithstanding the Target Market Assessment, only investors who have met the criteria of professional clients and eligible counterparties have been procured.  For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to Placing Shares.

For further information on the Company, please visit  www.rockfireresources.com  or contact the following: