Upland Resource Regulatory News (UPL)

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20 February 2023

UPLAND RESOURCES LIMITED

("Upland" or the "Company")

SUBSCRIPTION BY CORNERSTONE INVESTORS

The Company is pleased to announce that it has obtained conditional commitments to subscribe for 208,333,333 shares in the Company at 0.60p per share ("Subscription") on the basis that the investors will receive a warrant to purchase one share for every two shares held at a price of 1.20p. These warrants would be exercisable for a period of 2 years from issue. The Subscription would raise gross cash proceeds of £1,250,000. The Company is also in discussions with other investors concerning the purchase of shares on the same terms ("Financing"). The Company is unable to apply for admission to the Official List for the Subscription shares before it has published an FCA-approved prospectus.

The Company has submitted a prospectus to the FCA for approval ("Prospectus") and believes the Prospectus is close to approval but there are no guarantees that it will be approved. The Subscription is conditional on the Prospectus being published. If the Prospectus is published and the Subscription proceeds, the Company intends to invest the monies raised in the Company's activities in Sarawak. In particular the Company is also pleased to announce that its wholly-owned subsidiary, Upland Resources (Sarawak) Sdn Bhd ("UPS"), has entered an agreement with Big Oil Ventures Sdn Bhd ("BOV") to increase its interest in the Sarawak joint venture from 20% to 45%. The partners BOV and UPS through joint venture company Upland Big Oil Ventures Sdn Bhd ("UBO") are completing a Joint Technical Study of license SK334 in Sarawak for submission later this year to Petroleum Sarawak Berhad ("Petros"). UPS will pay to BOV USD 325,000 for its increased interest in UBO. The transaction with BOV is expected to close in March 2023. 

Additionally, BOV has committed to invest USD 150,000 in the Subscription conditional on the publication of the Prospectus.

The Financing (including the Subscription), is conditional upon final FCA approval of the Prospectus, and will be led by a small group of individuals most of whom were early-stage investors in Cove Energy plc. They have indicated they will invest a minimum £1,000,000. The Company also intends to place some shares through its broker Optiva Securities Limited. The Directors and other PDMRs are intending to invest approximately £50,000.

The Company will invest the proceeds as follows:

· Increase to 45% its interest in the joint venture company UBO;

· Fund its 45% contribution to the cost of the Joint Technical Study in Sarawak and other joint venture costs;

· Working capital

Bolhassan Di, Upland Chairman and CEO commented:

"This strategic investment supports Upland's move to the second phase of our strategy. Block SK334 in Sarawak offers transformational potential for a company of our size, and we have preliminarily identified four main structural trends in the seismic interpretation work after correlation with surface geology, fieldwork data and synthetic aperture radar data. Further integration works with full tensor gravity data is currently ongoing to improve our understanding and confidence on the block prospectivity.

We are expecting the coming months to be an exciting time for the company, and believe we are well placed to take advantage of the opportunities now available to us. We would like to welcome our new strategic investors and acknowledge the support of our existing investors - their commitment reinforces and validates our vision for the future.

As we steadily build momentum we view this move as a value accretive deal for our shareholders, strengthening our unique position in Sarawak. We look forward to updating shareholders on some possible emerging areas of interest in the oil & gas industry in the region especially in Malaysia, and also value creation and progress on Block SK334 in the coming weeks."

**ENDS**

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