Sch 1 update - UMC Energy Corporation

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:

UMC Energy Corporation ("UMC Energy" or the "Company")

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

Registered Office Address:

Maples Corporate Services Limited

PO Box 309

Ugland House

Grand Cayman KY1-1104

Cayman Islands

Trading Address:

27 Boulevard Albert 1er

Monaco

MC 98000

COUNTRY OF INCORPORATION:

Cayman Islands

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

www.umc-energy.com

This is currently the website of UMC Energy PLC which is a UK incorporated company whose shares are traded on AIM. From Admission this will become the website for UMC Energy Corporation.

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:

UMC Energy's principal activity is, alongside carefully chosen partners, to undertake oil and gas exploration in Papua New Guinea and uranium exploration in Madagascar.

Petroleum Interests

In September 2011, the Company acquired one on-shore (PPL 378) and two off-shore (PPLs 374 and 375) Petroleum Prospecting Licences (the "PPLs") in Papua New Guinea ("PNG") through the acquisition of 100 per cent. of PNG Energy Ltd, and that company's wholly owned subsidiary Gini Energy Limited ("Gini Energy"). In May 2012, Gini Energy was awarded a further on-shore PPL (PPL 405) by the government of PNG.

On 26 March 2012, the Company entered into agreements with CNOOC Australia Limited ("CNOOC"), a subsidiary of CNOOC Limited, the Chinese multi-national oil and gas company listed on the New York and Hong Kong Stock Exchanges, whereby CNOOC subscribed for a 70 per cent. equity interest in PNG Energy with UMC Energy retaining a 30 per cent. equity interest (the "Agreements").

Pursuant to the Agreements, and in consideration for the share subscription, CNOOC is responsible for funding all expenditure in respect of the PPLs required to comply with the minimum work obligations during the exploration phase of the licences up to commercial development. Such expenditure will be repaid to CNOOC out of production revenues and off take of oil and gas once the assets of Gini Energy enter production, should such production occur. If exploration and appraisal work indicates the probable existence of commercial reservoirs of oil or gas in any part of the PPLs at the end of the exploration phase, the parties must each finance their pro-rata share of all expenditure required in respect of the development plan either themselves or by procuring sufficient finance from a third party.

In addition, the Agreements entitle CNOOC to appoint two directors to the boards of each of PNG Energy and Gini Energy, with the Company entitled to appoint one director to each board.

Uranium Interests

In addition, the Company owns an 80 per cent. equity interest in URAMAD S.A. which owns a number of exploration permits issued by the government of Madagascar (the "Exploration Permits").

The Exploration Permits, which were granted for ten years expiring in 2015 and 2016, are located in the Morondava Basin in western Madagascar, which is infilled and layered with sediments, most notably the Karoo formation that hosts uranium mineralisation. URAMAD is the owner of a database for the Morondava Basin that includes the results of airborne geophysical and radiometric surveys, drill logs for 790 drill holes (approximately 83,000 metres of drilling) with indicated uranium values, and visible uranium mineralisation associated with targets picked from 7,000 radioactive anomalies, recorded and plotted.

Due to political upheaval in Madagascar, in 2009 the board of directors of UMC Energy decided to suspend further exploration work in Madagascar and has put its assets into a state of care and maintenance.

Capital Reduction

The Company is party to a transaction pursuant to which existing shareholders in UMC Energy plc (a company where securities are admitted to trading on the AIM Market of the London Stock Exchange ("AIM")) will be asked to approve a capital reduction ("Capital Reduction") which will involve the cancellation of the entire issued share capital of UMC Energy PLC, such that UMC Energy PLC share holders each receive one new ordinary share in UMC Energy Corporation for each UMC Energy PLC share held at the record date. Following implementation of the Capital Reduction, which is conditional upon, inter alia, shareholder approval and the confirmation of the Court, UMC Energy Plc will be re-registered as a private limited company and will become a wholly owned subsidiary of UMC Energy Corporation. UMC Energy Plc will cancel its admission to trading on AIM and UMC Energy Corporation will apply for admission of its ordinary shares to trading on AIM. The effect of the proposed Capital Reduction is to introduce UMC Energy Corporation as the new holding company of the Group and to redomicile the UMC group of companies to the Cayman Islands.

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):

• 484,444,763 ordinary shares of no par value

• No shares to be held as treasury shares

Securities to be issued as depository interests over which there will be no restrictions.

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

Capital raised on admission: £NIL

Implied market capitalisation: c. 20.59 million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

41.48 per cent.

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:

N/A

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):

Chrisilios (Chris) Kyriakou (Chairman)

Christopher Hart (Technical Director)

Jonathan Reynolds (Finance Director)

Robert Cleary (Non-Executive Director)

Roger Shakesby (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):

Pre Admission (following implementation of Capital Reduction by UMC Energy Plc):

Post Admission:

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

N/A

(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) N/A

(iii) 30 September 2013, 30 June 2014, 30 September 2014

EXPECTED ADMISSION DATE:

19 September 2013

NAME AND ADDRESS OF NOMINATED ADVISER:

Strand Hanson Limited

26 Mount Row

London W1K 3SQ

NAME AND ADDRESS OF BROKER:

HD Capital Partners LLP

Aldermary House

10-15 Queen Street

London EC4N 1TX

Shore Capital Stockbrokers Limited

Bond Street House

14 Clifford Street

London W1S 4JU

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:

N/A

DATE OF NOTIFICATION:

18 September 2013

NEW / UPDATE:

UPDATE

QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:

As outlined above, UMC Energy Corporation is party to a Capital Reduction being effected by UMC Energy plc, the latter being a company whose shares are currently admitted to trading on AIM. UMC Energy Corporation's application for admission to trading on AIM is via the AIM designated market route. Therefore some of the information in this announcement relates to UMC Energy plc

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

AIM (UMC Energy Plc)

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

31 October 2006 (UMC Energy Plc)

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:

UMC Energy Plc confirms, having made due and careful enquiry, that as at the date hereof, UMC Energy Plc has adhered to the legal and regulatory requirements involved in having its securities admitted to trading 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:

www.umc-energy.com

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

As per COMPANY BUSINESS (above)

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:

There has been no significant change in the financial or trading position of UMC Energy Plc since the end of the last financial period for which audited financial statements have been published, being 31 December 2012.

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 of UMC Energy Corporation have no reason to believe that the working capital available to the Company or its subsidiaries (together, the "Group") will be insufficient for at least twelve months from the date of Admission.

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

N/A

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

Securities to be issued either as depository interests which will be settled through CREST or in certificated form. All shares are eligible for electronic settlement.

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

http://www.umc-energy.com/key-documents.html

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

This information is set out in the circular which has been sent to shareholders in connection with the capital reduction and is available on the Company's website

www.umc-energy.com

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.umc-energy.com/reports.html

THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:

No shares are currently being held in treasury.