ZOL.L Regulatory News (ZOL)

1 February 2022

Zoltav Resources Inc.

("Zoltav" or the "Company")

Result of Tender Offer

Zoltav (AIM: ZOL), the Russia-focused oil and gas exploration and production company, announces the result of the Tender Offer, details of which were set out in the circular published by the Company and sent to Shareholders on 20 December 2021.

A total of 15,220,544 Ordinary Shares were validly tendered by Qualifying Shareholders under the Tender Offer, representing 10.72 per cent of the total issued Ordinary Shares of the Company, and 90.80 per cent of the total Ordinary Shares held by Qualifying Shareholders.

The Ordinary Shares validly tendered under the Tender Offer will be purchased by ARA Capital Holdings Limited at a price per Ordinary Share of 25 pence for a total cost of £3,805,136. It is anticipated that payment for validly tendered Ordinary Shares will be despatched during the week commencing 14 February 2022. For those Qualifying Shareholders who have validly tendered their Ordinary Shares under the Tender Offer, they will receive cash payment in Sterling either by cheque, if they hold their Ordinary Shares in certificated form, or by a cash credit to their CREST cash memorandum account, if they hold their Ordinary Shares in uncertificated form.

Upon completion of the transfer of the 15,220,544 tendered Ordinary Shares to ARA Capital Holdings Limited (which is expected to occur during the week commencing 14 February 2022) and upon completion of the transfer of the remaining 54,496,644 Ordinary Shares to ARA Capital Holdings Limited pursuant to the previously announced share purchase agreement between ARA Capital Holdings Limited and Bandbear Limited, it is expected that ARA Capital Holdings Limited will hold approximately 59.29 per cent of the total issued Ordinary Shares of the Company and, together with ARA Capital Limited, will hold approximately 98.91 per cent of the total issued Ordinary Shares.

Capitalised terms used in this announcement shall have the same meaning as set out in the circular dated 20 December 2021.

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