Placing and Admission to Official List

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN

This announcement is an advertisement and not a prospectus. This announcement is not an offer for sale, or a solicitation of an offer to acquire, securities in any jurisdiction, including in or into the United States, Canada, Australia, or Japan. Investors should not subscribe for or purchase any transferable securities referred to in this announcement except on the basis of information in the prospectus (the “Prospectus”) to be published by the Company in connection with the admission of its ordinary shares to the Official List of the UK Listing Authority (the “UKLA”) (by way of a standard listing under Chapter 14 of the listing rules published by the UKLA (the “Listing Rules”)) and to trading on London Stock Exchange plc’s (the “London Stock Exchange”) main market for listed securities (together “Admission”).

26th October 2015

UPLAND RESOURCES LIMITED
Placing and Admission to Official List

Upland Resources Limited (the “Company”) is pleased to announce the successful placing of 130,000,000 new ordinary shares of no par value in the Company (the “Placing”) by institutional and other investors and the admission of its entire share capital, being 213,437,861 ordinary shares of no par value (“Ordinary Shares”), to the Official List of the UKLA (by way of a standard listing under Chapter 14 of the UKLA’s Listing Rules) and to trading on the London Stock Exchange’s main market for listed securities.

The Company has raised gross proceeds of £1,300,000 under the Placing.

Corporate Strategy

The Company was incorporated in the British Virgin Islands in March 2012 and was formed for the purpose of acquiring target companies, businesses or assets operating in the oil & gas exploration and production sector which it will then look to develop and expand. The Company may also apply to the relevant governmental authorities for licences or permits to explore, appraise and/or develop oil & gas assets.

The Company has been assessing various opportunities and is now seeking to execute its business plan. The Directors (Stephen Staley, Norza Zakaria and Jeremy King) believe that today’s oil & gas industry presents multiple attractive investment opportunities.

Established with the aim of taking advantage of the team’s knowledge and experience, the current low oil price and stressed nature of some incumbents, the Company aims to assemble a portfolio of assets with:

Attractive risk : reward balance
Low-cost entry and cheap work programme costs
Robust economics

In particular, the Directors of the Company strongly believe that the recent climate of lower oil prices has created particularly advantageous conditions for companies such as Upland, with access to capital and knowledge.

Existing application within 14th UK Onshore Oil and Gas licensing round

Upland Resources is presently awaiting the result of its application as part of a three party consortium (the “Consortium”) for a UK petroleum exploration and development licence (“PEDL”) covering an area of about 175 km2 in two highly prospective blocks in the East Midlands. This application was submitted in October 2014 as part of the 14th Onshore Licensing Round organised by the UK Oil and Gas Authority.

The Company believes that it has excellent bid partners and has submitted a strong application for what it considers to be attractive, low risk, low cost plays in a proven hydrocarbon system.

Note that an independent Competent Person’s Report (“CPR”) was prepared by Blackwatch Petroleum Services over the application area as part of the listing process. This CPR validates Upland’s assessment of the hydrocarbon potential of these blocks.

The following summary table shows the unrisked, recoverable hydrocarbon volumes ascribed to the acreage in the CPR:

Screen Shot 2015-10-23 at 21.17.56

North African Onshore and other Opportunities

The Company has significant experience in North Africa and, strongly believing that there are excellent overlooked onshore opportunities within the region, reports that it is currently appraising additional opportunities with a view to acquiring high impact, low-cost production and / or exploration assets which may provide strong opportunities to create value for shareholders.

In addition to its UK onshore bid and North African discussions, the Company is assessing other potential acreage positions in Western Europe and, seeking to leverage its global knowledge and experience, the Company will not exclude other geographic regions where there are opportunities to make appropriate acquisitions.

Admission

It is expected that Admission will become effective and dealings in the Ordinary Shares on the London Stock Exchange’s main market for listed securities will commence at 8.00 a.m. today under the ticker symbol ‘UPL’.

Director Holdings
Both Stephen Staley (CEO) and Norza Zakaria (Non-Executive Chairman) have purchased additional shares in this IPO offering, bringing their respective shareholdings to 8.1% and 21.03%, post admission.

Prospectus

Copies of the Prospectus published by the Company in connection with Admission will be published on the Company’s website at http://www.uplandres.com and hard copies will also be available at the offices of the Company’s financial adviser, broker and placing agent, Optiva Securities Limited, 2 Mill Street, Mayfair, London W1S 2AT.. The Prospectus is also available at the FCA’s Document Storage Mechanism at http://www.morningstar.co.uk/uk/NSM.

Director Biographies

Dr. Stephen Staley – CEO

Dr. Staley has over 30 years of wide-ranging technical and commercial experience in the international oil, gas and power sectors. He co-founded and brought to the AIM market both Fastnet Oil & Gas plc (where he was the founding CEO) and Independent Resources plc (where he was the founding Managing Director).

Dr. Staley was also both a technical consultant to, and non-executive director of, Cove Energy plc – the highly successful East Africa focused explorer that went from having a market capitalisation of £2 million in mid-2009 to being sold to PTTP for £1.2 billion in less than three years. He is owner & founder of Derwent Resources Limited, an upstream consultancy advising on oil and gas opportunities. Prior to this he has worked for Cinergy Corp., Conoco and BP.
Dr. Staley holds a BSc (Hons.) in Geophysics from Edinburgh University, a PhD in Petroleum Geology from Sheffield University and an MBA from Warwick University. He is a Fellow of the Geological Society and a member of the EAGE, the PESGB and The Arctic Club.
Norza Zakaria – Non-Executive Chairman

Norza Zakaria is a highly experienced businessman and as well as Chartered Accountant with the Malaysian Institute of Accountants (MIA) he is a Fellow of the Australian Certified Practising Accountants(FCPA).
He is currently a director of several public listed companies in Malaysia including Bintulu Port Holdings Bhd.

Previously, he has also held senior positions with PETRONAS, Central Bank of Malaysia and Arthur Andersen & Co. He is also currently the Chairman of National Sports Institute of Malaysia.

Jeremy King – Director

Jeremy is a senior corporate finance executive with over 14 years experience.
He has a wealth of experience advising clients on IPOs, fundraising, takeovers, mergers and acquisitions and continuing obligations.
Jeremy is currently a director of, and head of corporate finance for, Optiva Securities Limited.
Previously he was a Director of English Trust Company Ltd, a corporate finance house, where he originated and led the IPO of Private Equity Investor plc on the Full List of the LSE, raising £100m from investors.

Prior to this he was at Kleinwort Benson Investment Management Ltd, where he became Head of UK Smaller Companies, managing unit trusts, investment trusts and pension funds investing in UK smaller companies.

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