Serinus Energy PLC — Capital/Financing Update 2019

Mar 20, 2019

Current Report No. 8/2019Date: 2019-03-20Issuer's tradingname: SERINUS ENERGY plc

Title: Serinus Energy Raises US$3M via a Private Placement of NewOrdinary Shares

Legal basis: Article 17 (1) of MAR - inside information

Content:The Management of SERINUS ENERGY plc ("Serinus" orthe "Company") announces a placing of 21,553,583 Units (as definedbelow) at a price of 10.5p per Unit (the "Placing Price"), to raise inaggregate gross proceeds of US$3 million (the "Placing"). The Placinghas been undertaken by the Company with institutional and otherinvestors. Completion of the Placing is conditional, inter alia, uponadmission of the Placing Shares (as defined below) to trading on AIM.The Placing Price represents a premium of 2.4% to the closing mid-marketprice on 19 March 2019.

Each Unit comprises one ordinary share of 10.5p each in the Company (the"Placing Shares") and 0.105 share purchase warrants of the Company (a"Warrant"). Each Warrant, which is unlisted and fully transferable, willentitle the holder thereof to purchase one ordinary share at the PlacingPrice for a period of 24 months from the date on which the shares issuedpursuant to the Placing are admitted to trading on AIM (the "ClosingDate"). The Warrants must be approved by a special resolution of theCompany's shareholders (at a meeting to be convened shortly) before theycan be exercised.

The funds raised pursuant to the Placing will be used to repay fundsowed to the EBRD of US$2.9 million, payable on 31st March 2019. Assumingperformance of the Company's assets in Romania and Tunisia is in linewith management's forecasts and the relevant oil and gas prices duringthe period remain at or above current levels, the Company expects to befully funded for at least the next 12 months following completion of thePlacing. Certain waivers of loan covenants by the EBRD, which werepreviously granted on 30 September 2018 and 31 December 2018, willcontinue to be required in future quarters through to the end ofSeptember 2019.

DETAILS OF THE PLACING

The Company has conducted the Placing as principal. A total of21,553,583 Units (comprising of 21,553,583 ordinary shares and 2,263,127Warrants) have been placed with placees at the Placing Price to raisegross proceeds of US$3 million.

Application has been made for the Placing Shares to be admitted totrading on AIM ("Admission"), with Admission of the Placing Sharesexpected to occur on or around 26 March 2019.

The Placing Shares will rank pari passu with the existing OrdinaryShares, including the right to receive all dividends and otherdistributions declared after the date of their issue.

Following Admission of the Placing Shares, the Company will have238,872,388 ordinary shares of no par value in issue with voting rights.This figure may then be used by shareholders in the Company as thedenominator for the calculation by which they will determine if they arerequired to notify their interest in, or a change to their interest in,the share capital of the Company under the Financial Conduct Authority'sDisclosure and Transparency Rules..

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED ANDIS NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART,DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING ITSTERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THEDISTRICT OF COLUMBIA), CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANYOTHER STATE OR JURISDICTION IN WHICH SUCH RELEASE, DISTRIBUTION ORPUBLICATION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOTCONSTITUTE AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TOBUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY SECURITIES OF SERINUS ENERGYPLC.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED UNDER THEMARKET ABUSE REGULATION (EU) NO. 596/2014.

The attachment to this current report contains text of respective newsrelease in English, which has been filed by the Company in the UK andwill also be available on Company's website: www.serinusenergy.com

IMPORTANT NOTICES

Numis Securities Limited and FirstEnergy Capital LLP, who are authorisedand regulated by the Financial Conduct Authority in the United Kingdom,are acting solely for the Company and no one else in connection with thePlacing and will be responsible to anyone other than the Company forproviding advice in relation to the Placing or any other mattersreferred to in this Announcement.

This announcement contains inside information for the purposes ofArticle 7 of the Market Abuse Regulation (EU) No 596/2014 ("MAR").Market soundings, as defined in MAR, were taken in respect of thePlacing, with the result that certain persons became aware of insideinformation, as permitted by MAR. That inside information is set out inthis announcement. Therefore, those persons that received insideinformation in a market sounding are no longer in possession of insideinformation relating to the Company and its securities.

This announcement and the information contained in it is restricted andis not for publication, release or distribution, in whole or in part,directly or indirectly, in, into or from the United States, Australia,South Africa or Japan or any other state or jurisdiction in whichpublication, release or distribution would be unlawful, restricted orunauthorised (each a "Restricted Territory"). This announcement is forinformation purposes only and does not constitute an offer to sell orissue, or the solicitation of an offer to buy, acquire or subscribe forshares in the capital of the Company in any Restricted Territory or anyother state or jurisdiction in which such offer or solicitation is notauthorised or to any person to whom it is unlawful to make such offer orsolicitation. Any failure to comply with these restrictions mayconstitute a violation of the securities laws of such jurisdictions.Subject to certain exemptions, the securities referred to in thisAnnouncement may not be offered or sold in any Restricted Territory orfor the account or benefit of any national resident or citizen of anyRestricted Territory.

In any European Economic Area ("EEA") member state, this announcement isonly addressed to and is only directed at qualified investors in thatmember state within the meaning of Directive 2003/71/EC as amended(together with any applicable implementing measures in any member state,the "Prospectus Directive"). Any securities referred to herein have notbeen and will not be registered under the US Securities Act of 1933, asamended (the "Securities Act"), and may not be offered or sold in theUnited States absent registration under the Securities Act or pursuantto an applicable exemption from, or in a transaction not subject to, theregistration requirements of the Securities Act. There is no intentionto register any securities referred to herein in the United States or tomake a public offering of the securities in the United States. Therewill be no public offer of the securities described herein in Australia,Canada, Japan or South Africa.

In the United Kingdom, this announcement and any other materials inrelation to the securities described herein are only being distributedto, and are only directed at, and any investment or investment activityto which this announcement relates is available only to, and will beengaged in only with, "qualified investors" (as defined in section 86(7)of the Financial Services and Markets Act 2000) who are (i) personshaving professional experience in matters relating to investments whofall within the definition of "investment professionals" in Article19(5) of the Financial Services and Markets Act 2000 (FinancialPromotion) Order 2005 (the "Order"); or (ii) high net worth entities,and other persons to whom it may be lawfully communicated, fallingwithin Article 49(2)(a) to (d) of the Order (all such persons togetherbeing referred to as "relevant persons"). Persons who are not relevantpersons should not take any action on the basis of this announcement andshould not act or rely on it or any of its contents.

Based on this announcement, no Placing Shares have been nor will bepublicly offered as defined in the Prospectus Directive and asimplemented in member states of the EEA, including Poland. Any personmaking or intending to make any offer of Placing Shares hereby withinany such EEA member state should do so only in circumstances in which noobligation arises for the Company to publish a prospectus.

The contents of this announcement have not been reviewed by anyregulatory authority in the United Kingdom or elsewhere. You are advisedto exercise caution in relation to the Placing. If you are in any doubtabout any of the contents of this announcement, you should obtainindependent professional advice.

This announcement includes forward-looking statements, which include allstatements other than statements of historical facts, including, withoutlimitation, those regarding the Company's and/or its subsidiaries' (the"Group") financial position, business strategy, plans and objectives ofmanagement for future operations, or any statements preceded by,followed by or that include the words "expects", "will", or similarexpressions or negatives thereof. Such forward-looking statementsinvolve known and unknown risks, uncertainties and other importantfactors beyond the Group's control that could cause the actual results,performance or achievements of the Group to be materially different fromfuture results, performance or achievements expressed or implied by suchforward-looking statements. Such forward-looking statements are based onnumerous assumptions regarding the Group's present and future businessstrategies and the environment in which the Group will operate in thefuture. These forward-looking statements speak only as at the date ofthis announcement. The Company, its directors and its or their advisorsexpressly disclaim any obligation or undertaking to disseminate anyupdates or revisions to any forward-looking statements contained hereinto reflect any change in the Group's expectations with regard thereto orany change in events, conditions or circumstances on which any suchstatements are based unless required to do so by applicable law.