Exercise of Warrants

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

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. Neither this announcement nor any part of it shall form the basis of or be relied on in connection with or act as an inducement to enter into any contract or commitment whatsoever.

29 October 2018

UPLAND RESOURCES LIMITED

("Upland" or the "Company")

Exercise of Warrants

Upland Resources Limited (LSE: UPL), the oil and gas company actively building a portfolio of attractive upstream assets, announces that it has received an exercise notice from Optiva Securities Limited ("Optiva") in respect of warrants issued to it pursuant to a warrant agreement with the Company dated 14 October 2015 (in connection with the Placing carried out by the Company in October 2015) to subscribe for 6,500,000 new shares of no par value each in the Company ("New Ordinary Shares") at 1p per share.

The Company has therefore allotted and issued the 6,500,000 New Ordinary Shares following receipt of the aggregate £65,000 subscription price from Optiva. Applications will be made to the UK Listing Authority for the New Ordinary Shares to be admitted to listing on the Official List (standard listing segment) of the UK Listing Authority and to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on the London Stock Exchange's main market for listed securities (together "Admission").

The Company advises that, following the issue of such 6,500,000 New Ordinary Shares, the Company's issued share capital is 585,512,060 shares of no par value, each with one vote per share (and no such shares are held in treasury). The total number of voting rights is therefore 585,512,060. In addition, Optiva now holds an aggregate of be 36,205,530 shares of no par value in the Company which is 6.18% of the total shares in issue.

The above figure of 585,512,060 may be used by shareholders as the denominator for the calculations to determine if they have a notifiable interest in the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules, or if such interest has changed.

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

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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 Conoco and Shell etc.