Woodbois Regulatory News (WBI)

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Obtala Resources PLC

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

P O Box 19

Albert House

South Esplanade

St Peter Port

Guernsey GY1 3AJ

COUNTRY OF INCORPORATION:

Guernsey

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

http://www.obtalaresources.co.uk/content/investors/aim-rules.asp

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

Mineral extraction, exploration and development, mainly in Tanzania and Sierra Leone. Obtala Resources PLC ('Old Obtala') has augmented its pure mining, exploration and development activities with complimentary investment activities, focusing on global opportunities in the natural resources sector.

Old Obtala has proposed a scheme of arrangement under Part 26 of the Companies Act 2006 ('the Scheme') pursuant to which, inter alia, Old Obtala Shareholders will become holders of shares in Obtala Resources Limited ('New Obtala' or 'the Company') and the entire issued share capital of the Company will be admitted to trading on AIM. New Obtala, which is registered in Guernsey, was incorporated on 20 July 2010, specifically for the purpose of implementing the Scheme. The expression "Obtala Group" refers to Old Obtala and its subsidiary undertakings, or following the Scheme becoming effective, New Obtala and its subsidiary undertakings, as the context may require

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

222,153,252 Ordinary Shares of 1p each

Issue Price - 30p (based on the closing price of Obtala Resources plc on 9 August 2010)

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

CAPITAL TO BE RAISED ON ADMISSION - Nil

MARKET CAPITALISATION ON ADMISSION - £67m (based on the market cap. of Obtala Resources PLC as at 9 August 2010

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

60.05%

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

None

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Francesco ("Frank") Scolaro (Executive Chairman)

Simon Rollason (Managing Director)

Michael Anthony Bretherton (Finance Director)

Nicholas ("Nick") Clarke (Non-Executive Director

Lord St John of Bletso (Non-Executive Director)

James Lawrence Ede-Golightly (Non-Executive Director)

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Before and after Admission

Francesco("Frank") Scolaro * 32.34%

Ora (Guernsey) Limited 26.72%

African Minerals plc 9.53%

Capital Research and Management Company 6.73%

Blackrock Inc. 5.74%

* (1) The holding of Francesco Scolaro includes the 70,000,000 Old Obtala Shares held by Grandinex International Corp, a Company in which Francesco Scolaro holds a controlling interest.

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

NONE

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 31 December

(ii) Old Obtala's consolidated audited financial statements for the period ended 31

December 2009, audited financial statements for the period from 1 August 2007 to

 31 December 2008 together with the unaudited interim financial statements for the six months to 30 June 2010 are available onOld Obtala's website: http://www.obtalaresources.co.uk/content/investors/statements.asp

(iii) Final results to 31 December 2010 by 30 June 2011

Interim results to 30 June 2011 by 30 September 2011

Final Results to 31 December 2011 by 30 June 2012

EXPECTED ADMISSION DATE:

17 September 2010

NAME AND ADDRESS OF NOMINATED ADVISER:

ZAI Corporate Finance Limited

12 Camomile Street

London EC3A 7PT

NAME AND ADDRESS OF BROKER:

ZAI Corporate Finance Limited

12 Camomile Street

London EC3A 7PT

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

Copies of the Appendix to AIM Announcement containing full details about Obtala Resources Limited and the admission of its issued share capital to trading on AIM will be available from the offices of Fasken Martineau LLP, 17 Hanover Square, London W1S 1HU and on the Obtala Group website.

DATE OF NOTIFICATION:

10 August 2010

NEW/ UPDATE:

NEW

QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:

THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED:

Obtala Resources PLC is admitted to trading on AIM

THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:

24 April 2008

CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR DETAILS OF WHERE THERE HAS BEEN ANY BREACH:

Obtala Resources Plc confirms that, following due and careful enquiry, it has adhered to all legal and regulatory requirements involved in having its securities traded on AIM.

AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE:

http://www.obtalaresources.co.uk/content/investors/aim-rules.asp

DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY:

The Company's strategy is:

·; Develop corporate and organic growth in parallel

·; Undertake exploration of the mineral assets to increase their value through to the resource estimation phase and, where appropriate, commence production

·; Generate corporate growth through strategic investments

·; Spin-out subsidiaries through clean IPO and/or RTO

·; Multi-commodity and multi-national approach to reduce risk

A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED:

Old Obtala

In January 2010 Old Obtala Group completed the acquisition of Sierra Leone Hard Rock Limited for total consideration of £4,260,547 settled by way of 21,170,422 new ordinary shares equivalent to 9.9% of its enlarged issued share capital following completion. Sierra Leone Hard Rock Limited is the sole holder of four alluvial diamond mining licences, seven exploration licences and plant and equipment used for the mining of alluvial diamonds.

Since the date of acquisition Old Obtala has focussed on re-commissioning the alluvial diamond operations of Sierra Leone Hard Rock Limited and has incurred £1.48m of costs to the 30 June 2010 as a result. The initial results of the re-commissioning of the plant have been positive ahead of the commencement of diamond production in September 2010.

In May 2010 Old Obtala completed a placing of 6,060,607 new ordinary shares at 33p raising £2 million.

There has been no other significant or material change in the financial or trading position of Old Obtala other that noted above since 31 December 2009.

New Obtala

There has been no significant or material change in the financial or trading position of New Obtala since 20 July 2010, being the date on which New Obtala was incorporated. 

A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION:

The Directors have no reason to believe that the working capital available to the Company will be insufficient for at least 12 months from the date of Admission.

DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES:

None

A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:

New Obtala Articles of Incorporation permit the holding of New Obtala Shares to be evidenced in uncertificated form in accordance with the CREST Regulations. The New Obtala Directors have applied for the New Obtala Shares to be admitted to CREST with effect from Admission and Euroclear has agreed to such admission.

Accordingly settlement of transactions in the New Obtala Shares following Admission may take place within the CREST system, should Shareholders so wish.

CREST is a voluntary system and holders of New Obtala Shares who wish to receive and retain share certificates will be able so to do.

A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:

http://www.obtalaresources.co.uk/content/investors/aim-rules.asp

INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:

An Appendix to this Announcement containing full details of Obtala Resources Limited equivalent to that required for an admission document is available on the Company's website http://www.obtalaresources.co.uk/archive/circulars/AIMAppendix060810.pdf

A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE PREPARED IN ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE 19:

http://www.obtalaresources.co.uk/content/investors/statements.asp

THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:

None