01 July 2019

Equatorial Mining & Exploration Plc

("EME" or the "Company")

Completion of Fundraising

EME, the African resource investment company, is pleased to announce that further to the entry into a conditional share purchase agreement ("SPA") in respect of the acquisition of Eastinco Ltd. (a Rwandan mining and trading company) announced on 3 June 2019, it has received binding commitments totalling, in aggregate, £1,304,000, before expenses, in respect of a fundraising comprising a placing of 4,000,000,000 new ordinary shares of 0.01p each in the Company ("Ordinary Shares") at a price of 0.01p per share and the issue of £904,000 new loan notes mandatorily convertible into new Ordinary Shares at a conversion price of 0.01p per share (collectively, the "Fundraising"). The loan notes will mandatorily convert into new Ordinary Shares upon the necessary approvals being obtained at the general meeting of the Company to be held on 29 July 2019.  The investors participating in the Fundraising will be issued warrants on a one-to-one basis for each new Ordinary Share issued to them pursuant to the Fundraising (including upon the mandatory conversion of the new loan notes). Upon exercise, each warrant will enable the investors to subscribe for one additional Ordinary Share on or before 30 September 2020 at a price of 0.015p.

It is expected that the Fundraising will complete, and the new Ordinary Shares and loan notes will be issued, on or before 24 July 2019.

Subject to conditions being satisfied and completion of the SPA, the proceeds of the Fundraising will be used to fund the acquisition of Eastinco Ltd. and for working capital purposes. Subject to the various shareholder approvals being granted at the general meeting to be held on 29 July 2019, upon completion of the SPA, Eastinco Ltd. will be a 100% subsidiary of EME and have an 85% stake in its Rwandan mining subsidiary Musasa Mining Ltd. 

Circular and Extraordinary General Meeting 

The Company will shortly post a circular, together with a proxy form, to shareholders which shall include a notice convening a general meeting at 11.00am on 29 July 2019 at 8-10 Grosvenor Gardens, London, SW1W 0DH seeking authorities to (i) complete the acquisition of Eastinco Ltd.; (ii) issue up to 6,000,000,000 new Ordinary Shares in respect of the initial consideration payable upon completion of the acquisition of Eastinco Ltd.; (iii) issue new Ordinary Shares in respect of the mandatory conversion of the Fundraising loan notes and upon the exercise of the Fundraising warrants; and (iv) issue 2,150,000,000 new Ordinary Shares to Michael Staten in respect of the conversion of certain outstanding debts due to him and upon exercise of warrants to be issued to him. The Directors will also seek authority to issue further Ordinary Shares, options or warrants relating to Ordinary Shares in order to raise funds for the development of the Company, for the conversion of Deferred Consideration convertible loan notes or for working capital purposes.  A copy of the circular will be available on the Company's website www.equatorialmining.com.

The Directors of the Company take responsibility for this announcement.

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