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WFW advises North River Resources on US$12 million project equity agreement with Greenstone Resources to develop Namib lead-zinc mine

8 July 2014

Watson, Farley & Williams (“WFW”), a leading international law firm, is pleased to announce that it has advised North River Resources plc (“North River”) on its investment agreement with Greenstone Resources LP (“Greenstone”), a long term strategic investor, for $US12 million of equity funding.

Greenstone has subscribed for an initial tranche of US$2,784,680 of ordinary shares of 0.2 pence in the capital of North River at 0.6 pence. In addition, Greenstone is to provide up to US$8.875 million of equity in three further tranches at increasing prices to underpin growth in shareholder value:

– US$2.875 million at 0.7 pence
– US$5 million at 0.9 pence
– US$1 million at 1 pence

The drawdown of these tranches is subject to certain project milestones being achieved.

The funding package provides the equity capital for North River to re-open the Namib lead-zinc mine in Namibia. Site preparation and advanced construction planning will begin immediately

WFW advised North River on the Greenstone investment, including a relationship agreement with Greenstone and a convertible debenture structure.

The WFW team was led by Sector Head of Natural Resources and London Corporate, partner Jan Mellmann, assisted by corporate associates Jenny Hodges and Richard O’Brien and senior associate Rhodri Thomas, who provided advice on employment law.

Managing Director of North River, Martin French commented: “I am extremely pleased to welcome Greenstone as a corner-stone shareholder in North River. This is a major step in the company’s transition to become a revenue-generating concern. Greenstone has conducted extensive due diligence on the company and specifically the Namib project, so this investment represents a great vote of confidence in the project. It allows us to fast-track the development of the mine and provides a clear pathway to production in 2015. North River is an ambitious company. It is our objective to use the Namib project as a platform to capitalise on numerous other opportunities in Namibia and elsewhere to build a larger business.”

WFW London partner Jan Mellmann commented:“This transaction will provide North River with the funding to complete the study and approval process for its Namib Lead-Zinc Project mine restart, accelerate development through early works and the placing of long-lead item orders, and provide construction equity funding. Having advised North River since its original admission to trading on the AIM market of the London Stock Exchange, we are delighted to have assisted again on the Greenstone investment, which transforms North River’s prospects of moving from exploration to production.

“It has not been easy for junior mining companies to obtain equity funding in the last year or two, so it is testament to North River’s Namib project and management that Greenstone have committed such substantial equity funding. WFW’s expertise in the natural resources sector and on AIM transactions enabled this transaction to be completed very smoothly within a short timetable,” he said.

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