RED ROCK RESOURCES PLC — M&A Activity 2018

Mar 20, 2018

National Storage Mechanism | Additional information

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RNS Number : 2114I

Red Rock Resources plc

19 March 2018

Red Rock Resources plc

("Red Rock " or the "Company")

Jupiter Mines - Completion of Buy-Back, Publication of Prospectus

19 March 2018

Completion of Jupiter Buy-Back

Further to the announcement of 22 January 2018, Jupiter Mines Limited ("Jupiter"), an Australian unlisted public company, has announced the completion of the AUD 51,000,000 equal access share buy back.

Acceptances were received in respect of 96.86% of shares subject to the buy back offer. Jupiter now has 1,948,340,503 shares in issue.

Red Rock has received USD 501,410.36, equivalent to approximately £357,786 at current exchange rates.

This distribution follows distributions by Jupiter to Red Rock of £537,131 on 13 March 2017 and approximately £233,606 on 16 November 2017.

The full Jupiter announcement, which may also be read on its website www.jupitermines.com, reads:

"COMPLETION OF A$51M SHARE BUY-BACK

Jupiter Mines Limited ("Jupiter" or "Company") announces the completion of the

equal access share buy-back which commenced on 29 January 2018.

The buy-back was once again well received, with a total of 116,182,215 shares bought

back by the Company, representing an acceptance level of 96.86%. The Company now has 1,948,340,503 shares on issue.

With the completion of this buy-back, Jupiter has returned approx. A$150m to its

Shareholders since FY2017, equating to an approximate 10% yield. The manganese price over this period has averaged US$4.55/dmtu (37% FOB Port Elizabeth).

With manganese prices robust, and should they hold, the likelihood of the next six

monthly distribution is enhanced."

Post the distribution, the Company holds 23,224,914 shares in Jupiter, equivalent to approximately 1.2% of the issued share capital.

Planned Jupiter IPO and Listing on the Australian Stock Exchange

Jupiter has announced the lodgement of a Prospectus with the Australian Securities and Investment Commission, preparatory to Jupiter being relisted on the Australian Stock Exchange.

The Offer under the Prospectus is for up to 600 million Jupiter shares at AUD 0.40 per share to raise up to AUD 240,000,000 before costs for the selling shareholders of Jupiter.

The full Jupiter announcement, which may also be read on its website www.jupitermines.com, reads:

"JUPITER TARGETS A$240M IPO

AND ASX LISTING

Jupiter Mines Limited ("Jupiter" or "Company") is pleased to announce the lodgement of a Prospectus with the Australian Securities and Investments Commission ("ASIC"). This will lead to the Company being relisted on the Australian Securities Exchange ("ASX") and will deliver upon the promise made by Jupiter to its Shareholders to provide them with liquidity.

The Initial Public Offering ("IPO") target is 600 million Shares at a price per share of A$0.40. The IPO is primarily targeted for sophisticated institutional shareholders, but has a retail component of 37.5 million Shares. Upon completion, the IPO will result in an

approximate 70% free float of Jupiter Shares on the ASX.

The timetable for the IPO is as follows:

Event                                                                                      Target Date

Lodgement of Prospectus with ASIC                              19 March 2018

Expiry of Exposure Period                                                  26 March 2018

Opening Date of Offer                                                     27 March 2018

Closing Date of Offer                                                        6 April 2018

Sale and transfer of Shares under the Offer                 13 April 2018

Despatch of Holdings Statements                                  13 April 2018

Shares commence trading on ASX                                 18 April 2018

These dates are indicative only and are subject to change."

No net new money is being sought through the IPO and Listing. Most institutional shareholders in Jupiter have agreed to sell a part of their holdings to ensure an adequate free float post-listing. Red Rock has agreed to sell 4,700,000 shares (20.2% of its holding in Jupiter) and to hold the remaining 18,524,914 shares in escrow for a period after listing, In the event the IPO and Listing proceed, Red Rock will receive AUD 1,880,000 before expenses and retain a 0.95% stake in the issued share capital of Jupiter, which at the Listing price will have a value of AUD 7,409,966.

The full text of the Prospectus may be viewed on the Jupiter website.

This announcement contains inside information for the purposes of Article 7 of Regulation (EU) 596/2014

For further information, please contact:

Andrew Bell 0207 747 9990                                                                Chairman Red Rock Resources Plc

Scott Kaintz 0207 747 9990                                                                  Director Red Rock Resources Plc

Roland Cornish/ Rosalind Hill Abrahams 0207 628 3396            NOMAD Beaumont Cornish Limited

Jason Robertson 0207 374 2212                                                        Broker First Equity Limited

This information is provided by RNS

The company news service from the London Stock Exchange

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