Variation of Wressle Farm-in Agreement Publication of Supplementary Prospectus

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

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.  Neither this announcement nor any part of it shall form the basis of or be relied on in connection with or act as an inducement to enter into any contract or commitment whatsoever.


Upland Resources Limited (LSE: UPL), the oil and gas company actively building a portfolio of attractive upstream assets, announces that its wholly-owned subsidiary, Upland Resources (UK Onshore) Limited (“Upland UK”), has agreed a variation of the ‘long stop’ date for satisfaction of the conditions to completion of the conditional agreement dated 24 November 2016 for the farm-ins by Upland UK (by way of assignment from Europa Oil & Gas Limited (“Europa Oil & Gas”)) to a 10% interest in each of UK onshore petroleum exploration and development licences (“PEDLs”) 180 and 182 (the “Wressle Farm-in Agreement”).

This follows the decision by North Lincolnshire Council’s Planning Committee on 11 January 2017 to refuse planning consent for the development of the Wressle development and (as announced by the Company on 7 February 2017) and the announcement by Egdon Resources U.K. Limited, as operator of PEDLs 180 and 182, of its plans to bring forward an appeal against the decision of North Lincolnshire Council in respect of the refusal of such planning consent and to file a new planning application as quickly as possible.

Variation of Wressle Farm-in Agreement

Upland UK and Europa Oil & Gas have agreed (by a variation letter signed earlier today) to extend the ‘long stop’ date for satisfaction of the conditions to completion of the Wressle Farm-in Agreement from 31 March 2017 to 30 September 2017. If the conditions are not satisfied before that date, Upland UK is under no obligation to complete the farm-ins or make payment for the interests in the PEDLs.
In addition, the ‘long stop’ date of 1 September 2017 before which, under the Wressle Farm-in Agreement, Europa Oil & Gas had agreed that it will not (subject to certain limited exceptions) dispose of or otherwise transfer any of (or any interest in) the 23,076,923 new shares of no par value in the Company (the “Initial Consideration Shares”) due to be issued to it on completion of the Wressle Farm-in Agreement, has been extended to 1 September 2018.

Supplementary Prospectus

In connection with the variation of the Wressle Farm-in Agreement, the Company has today published a Supplementary Prospectus . A copy of the Supplementary Prospectus will shortly be available 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 and broker, Optiva Securities Limited, 2 Mill Street, Mayfair, London W1S 2AT..
The Supplementary Prospectus has also been submitted to the FCA’s Document Storage Mechanism and will be available shortly at http://www.morningstar.co.uk/uk/NSM.

Steve Staley, Upland Resources CEO, said:

“We are pleased to confirm that we have agreed an extension to the conclusion of our farm-in agreement with Europa, following Egdon’s announcement with regards to North Lincolnshire Council’s decision to refuse planning permission on the Wressle development. The ‘long stop’ dates for the Wressle Farm-in Agreement have been extended to 30 September 2017 and 1 September 2018 respectively. We are encouraged with regards to the achievability of the appeal process and believe that the issues with the planning permission will be resolved as quickly as possible; these extensions will safeguard our interest in the development and ensure there is a fair opportunity to satisfy conditions.”

This announcement contains inside information for the purposes of Article 7 of the Regulation (EU) No 596/2014 on market abuse

Supplementary Prospectus February 2017 – Upland Resources Limited

Upland Resources Limitedwww.uplandres.com
Steve Staley, CEOTel: 07704 974784
s.staley@uplandres.com
Optiva Securities Limited
Jeremy King (Corporate Finance)Tel: 020 3137 1904
jeremy.king@optivasecurities.com
Christian Dennis (Corporate Broker)Tel: 020 3137 1903
christian.dennis@optivasecurities.com
FTI Consulting
Edward WestroppTel: +44 (0)2037271521
edward.westropp@fticonsulting.com