TSI.L Regulatory News (TSI)

16 December 2015

BLENHEIM NATURAL RESOURCES PLC (AIM: BNR)

Non-Executive Director Appointment

Appointment of Joint Broker

Placing

Blenheim Natural Resources Plc (the "Company" or "Blenheim") is pleased to announce the appointment of Mr Christopher Cleverly as a Non-executive Director of the Company with immediate effect.

Chris Cleverly was called to the Bar in 1990, following which he established Trafalgar Chambers on Fleet Street, becoming the youngest head of barristers' chambers in the last century. Chris is currently Executive Chairman of African Potash Limited (AIM: AFPO) ("African Potash") which is an AIM quoted company focussed on building a vertically integrated platform for the mining, production and distribution of fertiliser, primarily within Africa.

Blenheim's Chairman, Chris Ells, commented, "I am delighted to welcome Chris Cleverly as a Non-Executive Director of the Company. Chris' energy and vision will greatly complement the existing Blenheim board. Chris' extensive experience will be highly valuable in progressing our investment strategy with its focus on the mining and extractive industry sector, particularly in Africa."

Christopher John Cleverly (aged 48) is, or has been, a director or partner of the following companies or partnerships during the past five years:

Sweet China Trading Limited, of which Mr Cleverly was a director, was placed into creditors voluntary liquidation on 25 May 2010 and was dissolved on 27 October 2011. The estimated total deficiency as regards creditors was £136,428, with the sole creditor being Sweet Essential Limited, a subsidiary of Sweet China Trading Limited.

In connection with his appointment, it is intended that Mr Cleverly will be granted, subject to shareholder consent to the disapplication of pre-emption rights, the following options over ordinary shares of 0.1 pence each in the company ("Ordinary Shares"):

1. 12.5 million options over the issued share capital of the Company, if and when the share price of the Company reaches 1.6 pence per share (being twice the Placing Price (as defined below)) as determined by calculating the volume average weighted price ("VWAP") over a 7 day period. It is intended that the exercise price will be 1.6 pence per share and that the exercise period be for one year from the date of grant; and

2. a further 25 million options over the issued share capital of the Company, if and when the share price of the Company reaches 2.4 pence per share (being 3 times the Placing Price) as determined by calculating the VWAP over a 7 day period. It is intended that the exercise price will be 2.4 pence per share and that the exercise period be for two years from the date of grant.

Mr Cleverly holds no shares in the Company. There are no further disclosures required in accordance with Schedule Two paragraph (g) of the AIM Rules for Companies.

 Appointment of Joint Broker and Placing

The Company is pleased to announce the appointment of Cornhill Capital Limited ("Cornhill") as joint broker with immediate effect.

The Company is also pleased to announce that it has placed, through Cornhill, 80,000,000 Ordinary Shares at a price of 0.8 pence (the "Placing Price") per Ordinary Share to raise £640,000 before expenses (the "Placing"). The funds raised will be used to enable the Company to make further investments in accordance with its investing policy and to provide general working capital.

In connection with the Placing , the Company has agreed to issue 6,000,000 warrants over Ordinary Shares in the Company, at an exercise price of 0.8 pence, to Cornhill Capital Limited (the "Broker Warrants"). The Broker Warrants will be exercisable at any time until 10 December 2017. 

The Company will be seeking the requisite authorities to issue shares pursuant to the Broker Warrants at a forthcoming general meeting of the Company.

Application has been made for the admission of the new Ordinary Shares to AIM with admission expected to take place on or around 17 December 2015 ("Admission").

African Potash, a Company of which Chris Cleverly is a director, has subscribed for 8,750,000 Ordinary Shares pursuant to the Placing. Following Admission, African Potash will own 8,750,000 Ordinary Shares, representing 4.74 per cent. of the enlarged share capital of the Company.

Total Voting Rights

Following Admission, the Company's issued share capital will comprise 184,290,900 Ordinary Shares, each with voting rights. The above figure of 184,290,900 Ordinary Shares 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 Disclosure and Transparency Rules.

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