#BRES Blencowe Resources – Placing

Highlights

· RAB Capital to invest £800,000 to become largest shareholder in Blencowe

· 16,000,000 new ordinary shares to be issued at 5p

· RAB Capital will hold 17,800,000 shares, being 10% of the enlarged share capital

· Blencowe to use funds to fast-track Pre-Feasibility Study (“PFS”) at Orom-Cross graphite project and ongoing exploration work at Akelikongo nickel project

Blencowe Resources is pleased to announce a placing of 16,000,000 new ordinary shares at 5 pence per share (“Placing Shares”) exclusively with specialist mining investor RAB Capital (“RAB”), to raise gross proceeds of £800,000. In addition, RAB will receive 1 warrant per 2 Placing Shares, exercisable at 8p for 3 years from admission. Therefore, 8 million investor warrants have been issued to RAB as part of this placing, which was arranged by Tavira Securities Limited.

Use of Proceeds

These proceeds will be used to enhance project development at both of the Company’s projects, namely Orom-Cross Graphite Project and Akelikongo Nickel Project.

Blencowe is targeting completion of the Orom-Cross Pre-Feasibility Study by mid-2022 and these funds will assist to drive towards that goal.  Furthermore, Blencowe will shortly be underway on initial exploration work at the Akelikongo Nickel Project, with a view to finding drill targets via airborne EM (electromagnetic) work.

Holdings

RAB currently holds 1,800,000 Blencowe shares and following admission of the placing shares it will hold 17,800,000 shares, being 10% of the enlarged share capital.

This Placing is deemed a related party transaction as defined under DTR 7.3. The independent director Sam Quinn considers the terms of the Placing as fair and reasonable insofar as the Company’s shareholders are concerned.

Admission

The Company has made an application for 16,000,000 ordinary shares to be admitted to trading on the official list and the London Stock Exchange with effect from 8.00 a.m. on 19 April 2022 (“Admission”).

In accordance with the FCA’s Disclosure Guidance and Transparency Rules, the Company confirms that following Admission, the Company’s enlarged issued ordinary share capital will comprise 177,929,950 Ordinary Shares. The Company does not hold any Ordinary Shares in Treasury.

Therefore, following Admission, the above figure may be used by shareholders in the Company as the denominator for the calculations to determine if they are required to notify their interest in, or a change to their interest in the Company, under the FCA’s Disclosure Guidance and Transparency Rules.

Chief Executive Officer of RAB Capital Philip Richards commented:

“I am pleased to have taken a long-term and strategic stake in Blencowe Resources. The priority Orom-Cross graphite project is clearly of significant quality and global scale already and it can play a material role in helping to meet the expected supply deficit forecast ahead for graphite. Whilst at an earlier stage in its development, the Akelikongo nickel sulphide project also appears to carry significant promise and I look forward to the results of the ongoing exploration campaign.”

Executive Chairman of Blencowe Cameron Pearce commented:

“I am delighted that resource specialist fund RAB Capital has elected to materially increase its shareholding in the Company at this time. This is a validation of the work we have undertaken over the last few years and the subsequent value we have created. RAB Capital have confirmed they share our belief in the robust economics and investment proposition of Orom-Cross, as well as the broader outlook for global graphite demand and the expected significant supply deficit.

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