Serinus Energy PLC — Share Issue/Capital Change 2018

May 15, 2018

Current Report No. 31/2018Date: 2018-05-15Issuer's trading name:SERINUS ENERGY plc

Title:Serinus provides to public announcement concerning terms andconditions of the Placing and Admission within the process of admissionof its shares to be traded on the AIM

Legal basis: Art. 17(1) MAR - inside information

Content:Referring to current report No. 18/2018 indicatingthat SERINUS ENERGY plc (the "Company") has taken the firststeps towards admission of its common shares to trading on the AIMmarket of the London Stock Exchange, the Management of the Companyinforms that it has provided to public the announcement ("Announcement"),announcing the proposed placing of 66,666,667 new ordinary shares of nopar value (the "Placing Shares") at 15.0 pence per Placing Share (the"Placing Price") (the "Placing") raising aggregate proceeds ofapproximately £10 million and the proposed admission of its existingissued share capital and the Placing Shares (together, the "OrdinaryShares") to trading on AIM ("Admission").

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED ANDIS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART,DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, JAPAN,SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TODO SO.

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.

Numis Securities Limited ("Numis") and GMP FirstEnergy ("GMPFirstEnergy") are acting as Joint Brokers tothe Company inrelation to the Placing and Admission and Numis is acting as NominatedAdviser to the Company in relation to Admission.

Pursuant to the Placing and Admission, the funds raised will be used tostrengthen the Company's balance sheet ahead of first gas productionfrom the Company's Moftinu gas project in Romania and to fund furtherprojects that the Board believes have the potential to demonstrate highreturns within its portfolio.

Placing highlights:

• The Placing will raise gross proceeds of approximately £10 million forthe Company

• The Placing Price of 15.0 pence per Placing Share implies a marketcapitalisation of the Company at Admission of approximately £32.6 million

• 66,666,667 Placing Shares will be issued by the Company representing44.3% of its aggregate issued share capital prior to Admission and 30.7%of the aggregate enlarged share capital of the Company on Admission(assuming no Options are exercised)

• The Company's existing ordinary shares will continue to be listed onthe TSX and the WSX after Admission under ticker SEN. FollowingAdmission the Company expects to apply for the delisting of its OrdinaryShares from the TSX but to maintain its existing listing on the WSX.

It is expected that Admission will occur, and that dealings in theOrdinary Shares will commence on AIM, at 8.00 a.m. on 18 May 2018 underthe ticker SENX and with ISIN JE00BF4N9R98. The Company's aggregateissued share capital immediately following Admission will comprise217,318,805 Ordinary Shares. The figure of 217,318,805 Ordinary Sharesmay be used by Shareholders as the denominator for the calculations bywhich they can determine if they are required to notify their interestin, or a change to their interest in, the Company following Admission.

Further details of the proposed Admission are included in the ScheduleOne Announcement and Appendix, which will be available on the Company'swebsite (www.serinusenergy.com) today.

The complete text of the Announcement is enclosed to this currentreport. The details and terms and conditions of the Placing are set outin the appendix to the Announcement (which forms part of thisannouncement).

IMPORTANT NOTICES

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. The Placing Shares have not been and will not beregistered under the United States Securities Act of 1933, as amended(the "Securities Act") or with any securities regulatory authority ofany state or other jurisdiction of the United States and may not beoffered, sold, taken up, resold, transferred or delivered, directly orindirectly, within the United States except pursuant to registrationunder the Securities Act or an exemption from, or in a transaction notsubject to, the registration requirements of the Securities Act and incompliance with any applicable securities laws of any state or otherjurisdiction of the United States. The Placing Shares are being offeredand sold outside the United States in offshore transactions inaccordance with Regulation S under the Securities Act ("Regulation S").No public offering of the shares referred to in this Announcement isbeing made in the United States, United Kingdom, any RestrictedTerritory or elsewhere. No representation is being made as to theavailability of any exemption under the Securities Act for the reoffer,resale, pledge or transfer of the Placing Shares.

No prospectus will be made available in connection with the matterscontained in this announcement and no such prospectus is required (inaccordance with the Prospectus Directive) to be published. Personsneeding advice should consult an independent financial advisor.

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 has been issued by, and is the sole responsibility of,the Company. No representation or warranty, express or implied, is orwill be made as to, or in relation to, and no responsibility orliability is or will be accepted by Numis or GMP FirstEnergy (together,the "Joint Brokers") or by any of their respective affiliates, agents,directors, consultants or employees as to or in relation to, theaccuracy or completeness of this announcement or any other written ororal information made available to or publicly available to anyinterested party or its advisers, or any other statement made orpurported to be made by or on behalf of any either Joint Broker or anyof their respective affiliates, agents, directors, consultants oremployees in connection with the Company, the Placing Shares or thePlacing and any responsibility therefore is expressly disclaimed. TheJoint Brokers and each of their respective affiliates, agents,directors, consultants or employees, accordingly disclaim all and anyliability, whether arising in tort, contract or otherwise in respect ofany statements or other information contained in this announcement andno representation or warranty, express or implied is made by eitherJoint Broker or any of their respective affiliates, agents, directors,consultants or employees as to the accuracy, completeness or sufficiencyof the information contained in this announcement.

Numis, which is authorised and regulated by the FCA in the UnitedKingdom, and GMP FirstEnergy, with is authorised and regulated by theFCA in the United Kingdom, are acting solely for the Company and no oneelse in connection with the Placing and Admission and will not beresponsible to anyone other than the Company for providing theprotections afforded to their respective clients nor for providingadvice in relation to the Placing and/or Admission and/or any othermatter referred to in this announcement. Apart from the responsibilitiesand liabilities, if any, which may be imposed on either Joint Broker bythe UK Financial Services and Markets Act 2000 or by the regulatoryregime established under it, neither Joint Broker nor any of theirrespective affiliates, agents, directors, consultants or employeesaccepts any responsibility whatsoever for the contents of theinformation contained in this announcement or for any other statementmade or purported to be made by or on behalf of either Joint Broker orany of their respective affiliates, agents, directors, consultants oremployees in connection with the Company, the Placing Shares, thePlacing and/or Admission. The Joint Brokers and each of their respectiveaffiliates, agents, directors, consultants and employees accordinglydisclaim all and any liability, whether arising in tort, contract orotherwise (save as referred to above) in respect of any statements orother information contained in this announcement and no representationor warranty, express or implied, is made by either Joint Broker or anyof their respective affiliates, agents, directors, consultants oremployees as to the accuracy, completeness or sufficiency of theinformation contained in this announcement.

The offering of the Placing Shares in certain jurisdictions may berestricted by law. Neither this Announcement nor any part or copy of itmay be taken or transmitted into the United States or distributed,directly or indirectly, in the United States, as that term is defined inRegulation S under the Securities Act. Neither this announcement nor anycopy of it may be taken, transmitted, or distributed directly orindirectly into any Restricted Territory. Any failure to comply withthese restrictions may constitute a violation of United States or otherRestricted Territory securities laws. No action has been taken by theCompany or any Joint Broker that would permit an offering of such sharesor possession or distribution of this announcement or any other offeringor publicity material relating to such shares in any jurisdiction whereaction for that purpose is required. Persons into whose possession thisannouncement comes are required by the Company and the Joint Brokers toinform themselves about, and to observe, such restrictions.

The information in this announcement may not be forwarded or distributedto any other person and may not be reproduced in any manner whatsoever.Any forwarding, distribution, reproduction, or disclosure of thisinformation in whole or in part is unauthorised. Failure to comply withthis directive may result in a violation of the Securities Act or theapplicable laws of other jurisdictions.

This announcement does not identify or suggest, or purport to identifyor suggest, the risks (direct or indirect) that may be associated withan investment in the Placing Shares. Any investment decision to buyPlacing Shares in the Placing must be made solely on the basis ofpublicly available information, which has not been independentlyverified by either Bank.

No statement in this announcement is intended to be a profit forecastand no statement in this announcement should be interpreted to mean thatthe earnings per share of the Company for the current or futurefinancial years would necessarily match or exceed the historicalpublished earnings per share of the Company.

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 "targets", "believes", "expects","aims", "intends", "will", "may", "anticipates", "would", "could" orsimilar expressions or negatives thereof. Such forward-lookingstatements involve known and unknown risks, uncertainties and otherimportant factors beyond the Group's control that could cause the actualresults, performance or achievements of the Group to be materiallydifferent from future results, performance or achievements expressed orimplied by such forward-looking statements. Such forward-lookingstatements are based on numerous assumptions regarding the Group'spresent and future business strategies and the environment in which theGroup will operate in the future. These forward-looking statements speakonly as at the date of this announcement. The Company, its directors andits or their advisors expressly disclaim any obligation or undertakingto disseminate any updates or revisions to any forward-lookingstatements contained herein to reflect any change in the Group'sexpectations with regard thereto or any change in events, conditions orcircumstances on which any such statements are based unless required todo so by applicable law.