Red Leopard Holdings Regulatory News (RLH)

Red Leopard Holdings Plc

("Red Leopard" or the "Company")

Proposed Acquisition, Placing of New Ordinary Shares

and publication of Admission Document

Red Leopard is pleased to announce, in keeping with its investing policy, the proposed acquisition of Red Leopard Mining Inc (the "Acquisition"), the placing of new ordinary shares (the "Placing") and the publication of an Admission Document convening a general meeting.

Acquisition

The Directors are pleased to announce it has conditionally agreed to acquire the entire issued share capital of Red Leopard Mining Inc ("RLM") for £600,000. The consideration is to be satisfied, subject to approval at the General Meeting, by the issue of 33,333,333 new ordinary shares at a price of 1.8p per share.

RLM was established in 2013 as a special purpose vehicle into which 205 unencumbered claims (the "Claims") were transferred by Polaris Resources Inc, a wholly owned subsidiary of Quest Minerals Corporation (the "Vendor").

The Claims are located in the vicinity of Shoshone County, Idaho, USA, commonly referred to as "Silver Valley". This area is well known as the premier silver district in North America, with total production to date of around 1.2 billion ounces. Most of the Claims lie within the Panhandle National Forest and upon Bureau of Land Management land.

The Claims cover a total land area of approximately 1,435 hectares the equivalent to 3,546 acres. The Coeur d'Alene mining district is approximately 77,700 hectares or 192,000 acres and has produced approximately 38 billion grams of silver and substantial lead, zinc, copper and gold. A full list of the Claims can be found in the CPR included in the Admission Document.

The Claims are situated adjacent to two former major producing mines, the Hercules and the Interstate Mines, each now owned by Hecla Mining Company Inc. ("Hecla"), one of the largest silver producers in the US. The Hercules mine discovered in the early 1900's became a primary mine for Day Mines Inc. ("Day Mines"). Day Mines was merged into Hecla Mining Company in 1981. The Interstate Mine was the initial primary mine for Callahan Mining Corporation. Callahan Mining was acquired by Coeur d'Alene Mines in 1991.

RLM has not generated any profits since its incorporation earlier this year and the Claims are listed in its balance sheet with a value of $33,465.

Placing and Issue of Equity

The Company has conditionally placed 70,000,000 new ordinary shares at 0.5p per share ("Issue Price") to raise £350,000. The proceeds will be used to commence the exploration of the Claims and to provide working capital to the Group.

As the Issue Price is below the Company's shares current nominal value of 1p it is proposed that the Company performs a subdivision in order to reduce the nominal value of the ordinary shares. It is proposed that each ordinary share in issue at the Record Date will be subdivided into ten new ordinary share of £0.001 (0.1 pence) in the capital of the Company. Following and subject to approval of this Subdivision, 9 of the resultant new ordinary shares from each ordinary share will be reclassified as deferred shares, ranking pari passu with the existing deferred shares.

In addition to the shares to be issued pursuant to the Placing the Company is proposing to issue and allot a further 13,166,600 new ordinary shares in aggregate to, directors, John May and Simon Michaels and proposed director, Stuart Adam. The existing Directors have accrued aggregate gross directors' salaries and fees to 31 August 2013 of £91,666 which they will use to subscribe for shares, with the payment of subscription monies satisfied following payment of such accrued fees. These shares will be issued on the basis of 1 new ordinary share for each 0.5 pence of fees owed. Stuart Adam will, on the same basis, subscribe for 4,000,000 new ordinary shares using the proceeds of the £20,000 owed to him by the Company for professional advice.

Under the AIM Rules the issue of shares to the Directors and Stuart Adam, a Proposed Director, as detailed above, are each deemed to be a related party transaction, respectively, for the purposes of AIM Rule 13.

Both John May and Simon Michaels, by virtue of the issuance of such shares subscribed for, are deemed to be conflicted for the purposes of these Related Party Transactions and thus there are no independent directors available to provide the necessary fair and reasonable statements required for the purposes of AIM Rule 13. Northland, in its capacity as the Company's nominated adviser, considers that the terms of the Related Party Transactions to be fair and reasonable insofar as the Shareholders are concerned and accordingly, the Board recommends that the independent shareholders (being the Shareholders with the exception of John May, Simon Michaels and Stuart Adam) vote in favour of Resolution 4 being proposed at the General Meeting.

In addition the Company has entered into an agreement with City & Westminster Corporate Finance LLP ("CWCF") whereby the Company agrees to pay CWCF a commission of 6 per cent. for any subscribers it procures in respect of the Placing. As detailed in paragraph 9 of Part V of the Admission Document, CWCF has subscribed for £20,000 of interest free convertible loan notes in lieu of fees due from the Company in respect of such corporate advisory services. John May is Managing Partner of CWCF and, as such, the arrangements with CWCF are deemed a related party for the purposes of the AIM Rules. Simon Michaels, being an independent director in respect of the transaction, having consulted with Northland, in its capacity as nominated adviser, considers that the terms of the transaction are fair and reasonable in so far as the shareholders are concerned.

All of the above issues of equity will be subject to the passing of certain resolutions at the General Meeting.

Assuming all resolutions are passed the Company will have 224,954,062 ordinary shares of 0.1p in issue following Admission.

Publication of Admission Document and Notice of General Meeting

Under the AIM Rules for Companies, the Acquisition will be treated as a reverse takeover transaction. Accordingly, the Company has prepared an admission document as is required under the AIM Rules in the event of a reverse takeover. Furthermore, it is a requirement of the AIM Rules that the Acquisition is conditional upon shareholders' approval. A notice convening the general meeting of the Company is contained in the Admission Document. The General Meeting will be held at 10am on 24 September 2013 at the offices of City & Westminster Corporate Finance, 2 Floor, Stanmore House, 29/30 St James' St, London, SW1A 1HB for the purpose of seeking the Company's shareholders approval for the Acquisition and related resolutions.

The Admission Document relating to the Acquisition, the Placing, certain other proposals and Admission has been published today and is being posted to shareholders and will be available on the Company's website www.redleopardholdings.com.

Prior to the General Meeting, an application will be made to the London Stock Exchange for the ordinary share capital of the Company (as enlarged by the Acquisition and Issues of Equity) admitted to trading on AIM. Admission of the enlarged issued share capital to trading on AIM is expected to take place on 25 September 2013 assuming shareholder approval of the relevant resolutions at the General Meeting.

Director Appointments

Subject to the passing of the resolutions at the general meeting it is proposed that Stuart James Adam (49) and Howard Mattes Crosby (60) be appointed to the board as Finance Director and Non-Executive Director respectively.

Stuart has 25 years of experience as a professionally qualified accountant across a wide range of financial accounting, reporting, control and management functions in both public and private sectors, including several AIM listed companies. He has provided financial consultancy services to the Company for the last two years. He is currently a partner in City & Westminster Finance LLP which is authorised and regulated by the Financial Conduct Authority, an independent corporate finance and business advisory firm and corporate adviser on ICAP Securities & Derivatives Exchange Limited. He is also a Chartered Member of the Chartered Institute for Securities & Investment.

Howard Crosby graduated from the University of Idaho in 1975. He has a vast amount of experience in the natural resources sector. Since 1989, he has been President and Chairman of Crosby Enterprises, Inc, a consulting firm specialising in the mining industry. He is currently Senior Vice President and Director of White Mountain Titanium Corporation, President and Director of Shoshone Silver/Gold Mines, and an officer and director of Independence Resources Plc. He was a founder and director of US Silver &Gold Inc, High Plains Uranium Inc., Western Goldfields Group Limited, Tomco Energy Plc (AIM listed) and Cadence Resources Corporation, among others.

Stuart Adam has agreed to act as Executive Finance Director of the Company pursuant to a letter of appointment pursuant to which he is entitled to a salary of £25,000 per annum. The agreement may be terminated by either party giving 3 months' written notice. Stuart currently holds 3,600,000 ordinary shares in the capital of the Company.

Howard Crosby has agreed to as Non-Executive Director of the Company pursuant to a letter of appointment pursuant to which he is entitled to a salary of £12,500 per annum. The letter may be terminated by either party giving 3 months' written notice.

Current and Previous Directorships

There is no other information that is required to be disclosed pursuant to Schedule 2 paragraph (g) of the AIM Rules which is not already covered in the Admission Document.

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