Afriag Global Regulatory News (AFRI)

26 March 2013

3D Resources Plc

("3DR" or the "Company")

Proposed adoption of New Investing Policy

Proposed change of Company's name to AfriAg plc

Proposed board appointment

and

Notice of Extraordinary General Meeting

Introduction

The board of 3DR announces that it is intended that an Extraordinary General Meeting of the Company (the "Extraordinary General Meeting" or "EGM") will be held at 11.30 a.m. on 24 April 2013 at 200 Strand, London WC2R 1DJ. The Extraordinary General Meeting is being convened to consider amendments to the Company's existing investing policy, as adopted by the Company at an extraordinary general meeting held on 24 October 2012 and defined in its circular dated 5 October 2012 (the "Existing Investing Policy"), so as to focus the investing policy on investments in businesses involved in agriculture generally and the production, processing, logistics and distribution of agricultural produce (the "New Investing Policy").

A circular in relation to the proposals, together with a notice of Extraordinary General Meeting (the "Notice of Meeting"), is expected to be posted to shareholders on 28 March 2013 and will also be made available from that date on the Company's website: www.3dresources.co.uk.

Conditional on the passing of the resolution at the Extraordinary General Meeting in relation to the New Investing Policy, the Company intends to change its name to AfriAg plc to reflect the Company's proposed New Investing Policy to initially focus on opportunities in Europe, Africa and the Middle East.

In addition it is proposed that, subject to the proposals at the Extraordinary General Meeting being approved by shareholders of 3DR, David Anthony Lenigas be appointed as Executive Chairman of the Company and that Donald Strang's board role be re-positioned from Non-Executive Chairman to Executive Director. Donald will assume responsibility for the finance function of the Company going forward.

Proposed New Investing Policy

The strategy of the Directors at the time of adoption of the Existing Investing Policy was to pursue investments in projects and assets in the oil and gas sector, however opportunities in the wider natural resources sector as well as opportunities that may arise in other sectors formed part of this policy.

Despite considering a number of investment opportunities and acquisitions in the oil and gas and natural resources sectors, the Board has been unable, as yet, to identify suitable investments in those areas. While the potential investments that the Directors are presently considering could be covered by the Existing Investing Policy, the Board considers it appropriate to adopt a more specific investing policy as detailed below.

The Directors are, as will be set out in Resolution 1 of the Notice of Meeting to be sent to shareholders, proposing to amend the Company's Existing Investing Policy so as to focus on investments in businesses involved in agriculture generally and the production, processing, logistics and distribution of agricultural produce.

The Company will initially focus on opportunities in agricultural businesses in Europe, Africa and the Middle East but will consider possible opportunities anywhere in the world. The Company may invest by way of purchasing quoted shares in appropriate companies, outright acquisition or by the acquisition of assets, including the intellectual property, of a relevant business, or by entering into partnerships or joint venture arrangements. Such investments may result in the Company acquiring the whole or part of a company (which in the case of an investment in a company may be private or listed on a stock exchange, and which may be pre-revenue), and such investments may constitute a minority stake in the company, partnership and/or joint venture in question. The Company will not have a separate investment manager.

The Company may be both an active and a passive investor depending on the nature of the individual investments. Although the Company intends to be a medium to long-term investor, the Directors will place no minimum or maximum limit on the length of time that any investment may be held and therefore shorter term disposal of any investments cannot be ruled out.

There will be no limit on the number of businesses into which the Company may invest, and the Company's financial resources may be invested in a number of propositions or in just one investment, which may be deemed to be a reverse takeover pursuant to Rule 14 of the AIM Rules. The Company will carry out an appropriate due diligence exercise on all potential investments and, where appropriate, with professional advisers assisting as required. The Board's principal focus will be on achieving capital growth for shareholders.

Investments may be in all types of assets and there will be no investment restrictions. The Company will require additional funding as investments are made and new opportunities arise. The Directors may offer new ordinary shares of 0.1p each in the capital of the Company ("Ordinary Shares") by way of consideration as well as cash, thereby helping to preserve the Company's cash resources for working capital. The Company may in appropriate circumstances, issue debt securities or otherwise borrow money to complete an investment. The Directors do not intend to acquire any cross-holdings in other corporate entities that have an interest in the Ordinary Shares.

Proposed change of name to AfriAg plc

Conditional on shareholders of the Company approving the New Investing Policy, the Company will change its name from 3D Resources plc to AfriAg plc to reflect the Company's proposed New Investing Policy and the proposed change in the Company's business to one of investment in the agricultural sector.

At the same time as the Company's change of name, the Company intends to change its ticker from "3DR" to "AFRI".

Board Changes

It is proposed that David Anthony Lenigas be appointed as Executive Chairman of the Company and that Donald Strang becomes an Executive Director in charge of Finance, such board changes to take effect after the Extraordinary General Meeting to be held at 11.30 a.m. on 24 April 2013 and conditional on the resolution in relation to the New Investing Policy being passed at the EGM.

David served as Executive Chairman of London listed Lonrho Plc from 2006 to September 2012 and was in charge of Lonrho expanding from one hotel in Mozambique to a multi-faceted company investing in over 20 countries in Africa. He has extensive experience operating in the public company environment across the UK, African, Canadian and Australian markets. He also serves as a director or chairman of a number of other publicly listed companies including Fastjet plc, Solo Oil plc and Leni Gas and Oil plc.

Further information on David Lenigas in accordance with Schedule 2(g) and rule 17 of the AIM Rules for Companies will be released by the Company at the time at which the appointment of David Lenigas becomes effective.

Mr Donald Strang, 3DR's Non-Executive Chairman, commented:

"The agricultural landscape from a global supply and demand perspective is changing rapidly. The Company is pleased to have secured the services of Mr David Lenigas, whose experience of our new markets will be of considerable assistance in the roll out the New Investing Policy. We are hopeful of being able to update shareholders on the implementation of our investing policy in the agricultural supply, processing and logistics sectors over the coming months."

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