Upland Resource Regulatory News (UPL)

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

This announcement is an advertisement and not a prospectus. 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. Investors should not subscribe for or purchase any transferable securities referred to in this announcement except on the basis of information in the prospectus (the "Prospectus") to be published by the Company in connection with the Placing as referred to in this announcement.

13 June 2018

UPLAND RESOURCES LIMITED

("Upland" or the "Company")

Proposed placing of 120,000,000 Placing Shares to raise £3 million

Upland Resources Limited (LSE: UPL), the oil and gas company actively building a portfolio of attractive upstream assets is pleased to announce that it has conditionally placed 120,000,000 new shares of no par value in the Company (the "Placing Shares") with institutional and other investors at 2.5p per share (the "Placing Price") to raise £3,000,000 (before expenses). The placing was oversubscribed.

These funds, when combined with the Company's existing cash reserves, will be used to fund the Wick well (which is due to spud in the third quarter of this year), on potential new ventures in Sarawak and North Africa and on the ongoing costs of running the business.

Upland Resources CEO, Stephen Staley. commented:-

"I am very pleased to announce this oversubscribed placing; it leaves the business very well capitalised as we enter a busy period for the Company.

"2018 will be a very exciting time for Upland with the spudding of the high impact Wick well on the UKCS later this year. I also expect continued good progress on new opportunities in Sarawak and North Africa.

"I would like to thank new and existing shareholders for their support in backing the business and I look forward to updating the market as to our progress as we execute on our strategy of building a geographically diversified oil and gas business."

 Completion of the Placing

Completion of the Placing is conditional on, inter alia:-

(i) approval by the UK Listing Authority of a prospectus to be published by the Company in connection with the Placing (the "Prospectus") and the publication by the Company of the Prospectus in accordance with the Prospectus Rules; and

(ii) the Placing Shares being admitted to listing on the Official List (standard listing segment) and to trading on the London Stock Exchange's main market for listed securities ("Admission") on or before 21 June 2018 (or such later date as may be agreed by the Company and Optiva Securities).

- Directors' participation

Directors participating in the Placing have agreed to subscribe for the following numbers of Placing Shares:-

Admission, Settlement and Dealings in Placing Shares

Applications will be made to the UK Listing Authority and to the London Stock Exchange for Admission in respect of all the 120,000,000 Placing Shares proposed to be issued on completion of the Placing. It is expected that Admission will become effective, and that dealings in the Placing Shares are expected to commence, at 8.00 a.m. on 21st June 2018.

The rights attaching to the Placing Shares will be uniform in all respects and all of the Placing Shares will rank pari passu, and form a single class for all purposes with, the existing issued shares of no par value in the Company.

Prospectus

Copies of the Prospectus to be published by the Company in connection with the Placing, which includes a Competent Person's Report prepared by Blackwatch Petroleum Services Limited in respect of Permit P2235 (containing the Wick prospect) and PEDL 299 (containing Hardstoft Field) will 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, broker and placing agent, Optiva Securities Limited, 49 Berkeley Square, Mayfair, London W1J 5AZ. The Prospectus will also be available at the FCA's Document Storage Mechanism at http://www.morningstar.co.uk/uk/NSM.

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

Contact details:

Notes

Upland is an upstream oil & gas company whose highly experienced management has a track record of creating major value for shareholders in junior oil & gas companies, including Cove Energy plc. The Company has extensive technical and commercial skills and contacts, management having held senior roles in Petronas, Conoco, Shell etc.