Mercantile Ports & Logistics Regulatory News (MPL)

6 December 2018

Mercantile Ports & Logistics Limited

("MPL" or the "Company")

Result of General Meeting and Open Offer and Related Party Transaction

Mercantile Ports & Logistics Limited (AIM: MPL), which is developing a modern port and logistics facility in Navi Mumbai, India, is pleased to announce that all resolutions put to Shareholders in connection with the proposed Placing, Open Offer and Subscription to raise up to £29.82 million, as announced by the Company on 16 November 2018, were duly passed.

Furthermore, MPL announces that the Open Offer to raise up to £2.07 million closed for acceptances at 11am yesterday and received valid acceptances in respect of 103,504,424 Offer Shares from Qualifying Shareholders (including all applications of Offer Shares applied for under the Excess Application Facility). Valid acceptances will be satisfied in full. This figure of 103,504,424 shares represents take-up of 100 per cent. of the Offer Shares, raising £2.07 million.

The Company's Chairman, Nikhil Gandhi, applied for 55,631,262 Offer Shares through his beneficially owned entity, SKIL Global Ports & Logistics Limited ("SKIL Global"), representing his basic entitlement and any shares to be allocated under the Excess Application Facility. Mr Gandhi has now been informed that 55,631,262 shares will be allocated to him, held via SKIL Global, under the Open Offer for a total consideration of £1,112,625.24. Mr Gandhi has made arrangements for £1,112,625.24 to be transferred to an account controlled by the Company and the 55,631,262 Offer Shares will be issued to him, held via SKIL Global, upon receipt of these monies. A further announcement will be made when those shares have been admitted to trading on AIM.

Related party transaction

Mr Gandhi's participation in the Open Offer is considered to be a related party transaction for the purposes of the AIM Rules for Companies. Given the absence of independent directors for the purposes of opining on the fairness of the terms of the transaction, as each Director has participated in the Transaction, the Company's nominated adviser considers that that the participation in the Open Offer by Mr Gandhi is fair and reasonable insofar as the Shareholders are concerned.

Admission

Application has been made for 1,435,373,162 new Ordinary Shares to be admitted to trading on AIM at 8:00am on 7 December 2018 ("Admission").

Following Admission, the Company's enlarged issued share capital will comprise 1,849,390,861 Ordinary Shares, with voting rights. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares in the Company with voting rights will be 1,849,390,861. 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 in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Unless otherwise defined, capitalised terms shall have the same meaning as those defined in the Company's circular to shareholders dated 17 November 2018.

-ENDS-