PR Newswire
LONDON, United Kingdom, April 01
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, OR INTO OR WITHIN THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA,
SOUTH AFRICA, OR JAPAN, OR ANY MEMBER STATE OF THE EEA, OR ANY OTHER
JURISDICTION WHERE, OR TO ANY OTHER PERSON TO WHOM, TO DO SO MIGHT CONSTITUTE A
VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT FOR THE PURPOSES OF RULE 5-A.5 OF THE MAR
RULES OF THE FINANCIAL CONDUCT AUTHORITY («THE FCA») AND DOES NOT CONSTITUTE A
PROSPECTUS.
1 April 2026
Oscillate PLC
(«Oscillate» or the «Company»)
WRAP Retail Offer for up to £300,000
Oscillate PLC, a company focused on building an independent copper and future
metals developer, is pleased to announce a retail offer via the Winterflood
Retail Access Platform («WRAP») to raise up to £300,000 in conjunction with its
IPO on AIM (the «WRAP Retail Offer») through the issue of new ordinary shares of
£0.005 each in the capital of the Company (following a 50 for 1 share
consolidation of its existing ordinary shares of £0.0001 each) («WRAP Retail
Offer Shares»).
Under the WRAP Retail Offer, up to 1,333,333 WRAP Retail Offer Shares will be
made available at a price of 22.5 pence per share. In addition to the WRAP
Retail Offer and as announced on 1 April 2026, the Company has, subject to
Admission (as defined below), completed a placing of £2.9 million (before
expenses) (the «Placing») in conjunction with the Company’s Admission to trading
on AIM. The issue price of the WRAP Retail Offer Shares is the same as the
issue price of shares under the Placing.
The Company has published a Multilateral Trading Facility («MTF») Admission
Prospectus in compliance with the AIM Rules. Further information on the Company
and its business is set out in the MTF Admission Prospectus published earlier
today and copies are available online atwww.oscillateplc.com. The MTF Admission
Prospectus also includes details regarding the Company’s intention to cancel the
admission of its existing Ordinary Shares (the «Existing Ordinary Shares») to
trading on the Access Segment of the Growth Market of the Aquis Stock Exchange
(«AQSE») and to apply for admission of the New Ordinary Shares to trading on
AIM, a market operated by the London Stock Exchange («Admission»). The MTF
Admission Prospectus also includes detail on the Company’s proposed share
consolidation.
The WRAP Retail Offer and the Placing and Subscription are conditional, amongst
other things, on shareholder approval at a forthcoming general meeting expected
to be held on 24 April 2026 and on the New Ordinary Shares being admitted to
trading on AIM. It is anticipated that Admission will become effective and that
dealings in the New Ordinary Shares will commence on AIM at 08.00 am on 27 April
2026.
For the avoidance of doubt, the WRAP Retail Offer is not part of the Placing or
Subscription or Admission and the WRAP Retail Offer will complete upon
Admission.
Sign up to WRAP Deal Notifications at: www.winterflood.com/wrap
About the Company
The Company’s purpose is to establish a portfolio of sustainable copper and
future metals projects based in world-class mining jurisdictions. Demand for
copper and associated strategic metals is set to rise substantially in the
coming years driven by the green energy transition, the rapidly expanding
digital economy and other emerging technologies, which are expected to create
significant shortfalls in supply. The Company aims to discover new potential
sources of sustainable copper in order to meet the demand for independent and
responsible sources of supply.
On 9 February 2026, the Company announced that it had entered into a sale and
purchase agreement with KCL Investments Limited to acquire, subject to certain
conditions being satisfied, all of the issued shares in Kalahari Copper which
indirectly includes the licences held by Kalahari Copper’s subsidiaries in
Namibia and Botswana (the «Acquisition»). Completion of the Acquisition is
expected to occur, subject to all conditions being met, simultaneously with the
admission of the Company’s New Ordinary Shares to trading on AIM, subject to
shareholder approvals to be sought at the Company’s General Meeting scheduled
for 22 April 2026 and regulatory approvals. Further information in respect of
the terms of the Acquisition can be found in the MTF Admission Prospectus.
The Acquisition will establish the Company as a large landholder in two emerging
copper belts, subject to renewal of certain licences: the Kaoko Basin in
Namibia, which is widely interpreted by sources in both industry and academia to
be the extension of the prolific Central African Copper Belt, and the Kalahari
Copper Belt in Botswana. The Acquisition will thereby give the Company the
opportunity to explore extensive areas of highly prospective terrain in emerging
exploration districts, adjacent to significant recent discoveries, in line with
the Company’s ambition to become a mid-cap copper and future metals development
group.
The Company has also entered into a joint venture and earn-in agreement (as
announced on 30 April 2025) in Côte d’Ivoire with La Minière de l’Elephant in
respect of the Duékoué molybdenum-copper Project. The arrangement allows the
Company to earn up to a 100% interest through staged expenditure and milestone
payments.
Together, the conditional acquisition of Kalahari Copper and the Duékoué joint
venture are expected to:
· provide geographic and geological diversification across two high-quality
and stable African jurisdictions with supportive mining policies, as well as the
exploration project in Côte d’Ivoire;
· create a portfolio of early-stage exploration projects;
· position the Company to attract a broader investor base; and
· establish the foundation for a mid-cap copper and future-metals exploration
and development group.
Oscillate PLC currently trades on the AQUIS market under the ticker SRVL.
Subject to shareholder approval, the Company’s name will be changed to Serval
Resources Plc shortly following admission to AIM.
WRAP Retail Offer
The Company values its retail shareholder base and believes that it is
appropriate to provide both new and existing retail shareholders in the United
Kingdom the opportunity to participate in the WRAP Retail Offer.
The Company is making the WRAP Retail Offer open to eligible investors following
release of this announcement and through certain financial intermediaries. The
Retail Offer is not being made into any jurisdiction other than the United
Kingdom.
A number of retail platforms are able to access the WRAP Retail Offer. Non
-holders or existing shareholders wishing to subscribe for Retail Offer Shares
should contact their broker or wealth manager who will confirm if they are
participating in the Retail Offer.
Retail brokers wishing to participate in the Retail Offer on behalf of eligible
retail investors should contact [email protected].
The Retail Offer is expected to close at 4:30 pm on 7 April 2026. Eligible
retail investors should note that financial intermediaries may have earlier
closing times. The result of the Retail Offer is expected to be announced by the
Company on or around 8 April 2026.
To be eligible to participate in the Retail Offer, applicants must be a customer
of a participating intermediary including individuals aged 18 years or over,
companies and other bodies corporate, partnerships, trusts, associations and
other unincorporated organisations.
There is a minimum subscription of £100 per investor under the Retail Offer. The
terms and conditions on which investors subscribe will be provided by the
relevant financial intermediaries including relevant commission or fee charges.
The Company reserves the right to amend the size and timings of the retail offer
at its discretion. The Company reserves the right to scale back any order and to
reject any application for subscription under the WRAP Retail Offer without
giving any reason for such rejection.
It is vital to note that once an application for Retail Offer Shares has been
made and accepted via an intermediary, it cannot be withdrawn.
The Retail Offer Shares will, when issued, be credited as fully paid, and have
the right to receive all dividends and other distributions declared, made or
paid after their date of issue.
Investors should make their own investigations into the merits of an investment
in the Company. Nothing in this announcement amounts to a recommendation to
invest in the Company or amounts to investment, taxation or legal advice.
It should be noted that a subscription for Ordinary Shares and investment in the
Company carries a number of risks, including the risk that investors may lose
their entire investment. Investors should take independent advice from a person
experienced in advising on investment in securities such as the Ordinary Shares
if they are in any doubt.
An investment in the Company will place capital at risk. The value of
investments, and any income, can go down as well as up, so investors could get
back less than the amount invested.
Neither past performance nor any forecasts should be considered a reliable
indicator of future results.
The Company has published an MTF admission prospectus in compliance with the
requirements of the London Stock Exchange which has been issued in connection
with the proposed admission of the Company’s New Ordinary Shares to trading on
AIM («MTF Admission Prospectus»). The MTF Admission Prospectus has not been
prepared in accordance with the rules of the FCA for Admission to Trading on a
Regulated Market and its contents have not been approved by the FCA. The MTF
Admission Prospectus will not be filed with or approved by the FCA or any other
government or regulatory authority in the UK.
Oscillate PLC/ Serval Resources [email protected]
Robin Birchall +44 (0) 7711 313 019
Cathy Malins [email protected]
+44 (0) 7876 796 629
AlbR Capital Limited (Corporate Adviser) +44 (0) 207 469 0930
Guy Miller
SP Angel (Corporate Broker) +44 (0) 203 470 0470
Richard Morrison
Charlie Bouverat
Tavistock Communications (PR) +44 (0) 20 7920 3150
Charles Vivian [email protected]
Eliza Logan
Winterflood Retail Access Platform [email protected]
Sophia Bechev, Kaitlan Billings +44 (0) 20 3100 0214
Further information on the Company can be found on its website at
https://oscillateplc.com/, and from admission at https://servalresources.com/
This announcement should be read in its entirety. In particular, the information
in the «Important Notices» section of the announcement should be read and
understood.
Important Notices
This announcement, which has been prepared by and is the sole responsibility of
the Company has been approved for the purposes of Section 21 of the Financial
Services and Markets Act 2000 («FSMA») by Winterflood Securities Limited
(«Winterflood»), which is authorised and regulated by the Financial Conduct
Authority.
This announcement is an advertisement for the purposes of Rule 5-A.5 of the MAR
rules of the FCA and does not constitute a prospectus. Investors should not
purchase or subscribe for any shares referred to in this communication except
solely on the basis of the information contained in a MTF Admission Prospectus
in its final form (together with any supplementary prospectus, if relevant),
including the risk factors set out therein, that has been published by the
Company in connection with the proposed offer of ordinary shares of the Company
to (i) certain institutional and professional investors, and (ii) retail
investors in the United Kingdom by WRAP through its network of retail brokers,
wealth managers and investment platforms. A copy of the MTF Admission Prospectus
published by the Company is available for inspection on the Company’s website:
[LINK] shortly following publication, subject to certain access restrictions.
The release, publication or distribution of this announcement may be restricted
by law in certain jurisdictions and persons into whose possession any document
or other information referred to herein comes should inform themselves about and
observe any such restriction. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such jurisdiction.
This announcement and the information contained herein is not for release,
publication or distribution, directly or indirectly, in whole or in part, in or
into or from the United States (including its territories and possessions, any
state of the United States and the District of Columbia (the «United States» or
«US»)), Australia, Canada, New Zealand, Japan, the Republic of South Africa, any
member state of the EEA or any other jurisdiction where to do so might
constitute a violation of the relevant laws or regulations of such jurisdiction.
This announcement does not constitute an offer to sell or issue or a
solicitation of an offer to buy or subscribe for Ordinary Shares in any such
jurisdiction.
This announcement is not for publication or distribution, directly or
indirectly, in or into the United States of America. This announcement is not
an offer of securities for sale into the United States. The securities referred
to herein have not been and will not be registered under the US Securities Act,
and may not be offered or sold in the United States, except pursuant to an
applicable exemption from registration. No public offering of securities is
being made in the United States.
WRAP is a proprietary technology platform owned and operated by Winterflood
(registered address at Riverbank House, 2 Swan Lane, London EC4R 3GA; FRN
141455). Winterflood is authorised and regulated in the United Kingdom by the
Financial Conduct Authority, is acting exclusively for the Company and for no
-one else and will not regard any other person (whether or not a recipient of
this announcement) as its client in relation to the Retail Offer and will not be
responsible to anyone other than the Company for providing the protections
afforded to its clients, nor for providing advice in connection with the Retail
Offer, Admission and the other arrangements referred to in this announcement.
The value of Ordinary Shares and the income from them is not guaranteed and can
fall as well as rise due to stock market movements. When you sell your
investment, you may get back less than you originally invested. Figures refer to
past performance and past performance is not a reliable indicator of future
results. Returns may increase or decrease as a result of currency fluctuations.
Certain statements in this announcement may constitute forward-looking
statements which are based on the Company’s expectations, intentions and
projections regarding its future performance, anticipated events or trends and
other matters that are not historical facts. These forward-looking statements,
which may use words such as «aim», «anticipate», «believe», «intend»,
«estimate», «expect» and words of similar meaning, include all matters that are
not historical facts. These forward-looking statements involve risks,
assumptions and uncertainties that could cause the actual results of operations,
financial condition, liquidity and dividend policy and the development of the
industries in which the Company’s businesses operate to differ materially from
the impression created by the forward-looking statements. These statements are
not guarantees of future performance and are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to differ
materially from those expressed or implied by such forward-looking statements.
Given those risks and uncertainties, prospective investors are cautioned not to
place undue reliance on forward-looking statements.
These forward-looking statements speak only as at the date of this announcement
and cannot be relied upon as a guide to future performance. The Company and
Winterflood expressly disclaim any obligation or undertaking to update or revise
any forward-looking statements contained herein to reflect actual results or any
change in the assumptions, conditions or circumstances on which any such
statements are based unless required to do so by the applicable market rules or
applicable law.
The information in this announcement is for background purposes only and does
not purport to be full or complete. None of Winterflood or any of its
affiliates, accepts any responsibility or liability whatsoever for, or makes any
representation or warranty, express or implied, as to this announcement,
including the truth, accuracy or completeness of the information in this
announcement (or whether any information has been omitted from the announcement)
or any other information relating to the Company or associated companies,
whether written, oral or in a visual or electronic form, and howsoever
transmitted or made available or for any loss howsoever arising from any use of
the announcement or its contents or otherwise arising in connection therewith.
Winterflood and its affiliates, accordingly disclaim all and any liability
whether arising in tort, contract or otherwise which they might otherwise be
found to have in respect of this announcement or its contents or otherwise
arising in connection therewith.
Any indication in this announcement of the price at which the Ordinary Share
have been bought or sold in the past cannot be relied upon as a guide to future
performance. Persons needing advice should consult an independent financial
adviser. No statement in this announcement is intended to be a profit forecast
and no statement in this announcement should be interpreted to mean that
earnings or target dividend per share of the Company for the current or future
financial years would necessarily match or exceed the historical published
earnings or dividends per share of the Company.
Neither the content of the Company’s website (or any other website) nor the
content of any website accessible from hyperlinks on the Company’s website (or
any other website) is incorporated into or forms part of this announcement. The
Ordinary Shares to be issued or sold pursuant to the Retail Offer will not be
admitted to trading on any stock exchange other than the London Stock Exchange.
SP Angel, which is authorised and regulated by the FCA in the United Kingdom,
is acting Nominated Adviser to the Company in connection with the Placing. SP
Angel has not authorised the contents of, or any part of, this announcement, and
no liability whatsoever is accepted by SP Angel for the accuracy of any
information or opinions contained in this announcement or for the omission of
any material information. The responsibilities of SP Angel as the Company’s
Nominated Adviser under the Market Rules for Companies and the Market Rules for
Nominated Advisers are owed solely to London Stock Exchange plc and are not owed
to the Company or to any director or shareholder of the Company or any other
person, in respect of its decision to acquire shares in the capital of the
Company in reliance on any part of this announcement, or otherwise.
AlbR Capital Limited («AlbR Capital») is authorised and regulated by the FCA in
the United Kingdom. AlbR Capital is acting solely as broker and bookrunner
exclusively for the Company and no one else in connection with the Bookbuild and
the contents of this Announcement and will not regard any other person (whether
or not a recipient of this Announcement) as its client in relation to the
Bookbuild or the contents of this Announcement nor will it be responsible to
anyone other than the Company for providing the protections afforded to its
clients or for providing advice in relation to the contents of this
Announcement. Apart from the responsibilities and liabilities, if any, which may
be imposed on AlbR Capital by FSMA or the regulatory regime established
thereunder, AlbR Capital accepts no responsibility whatsoever, and makes no
representation or warranty, express or implied, for the Bookbuild or the
contents of this Announcement including its accuracy, completeness or
verification or for any other statement made or purported to be made by it, or
on behalf of it, the Company or any other person, in connection with the Company
and the contents of this Announcement, whether as to the past or the future.
AlbR Capitalaccordingly disclaims all and any liability whatsoever, whether
arising in tort, contract or otherwise (save as referred to above), which it
might otherwise have in respect of the contents of this Announcement or any such
statement.
UK Product Governance Requirements
Solely for the purposes of the product governance requirements of Chapter 3 of
the FCA Handbook Product Intervention and Product Governance Sourcebook (the «UK
MiFIR Product Governance Requirements»), and disclaiming all and any liability,
whether arising in tort, contract or otherwise, which any «manufacturer» (for
the purposes of the UK MiFIR Product Governance Requirements) may otherwise have
with respect thereto, the Retail Offer Shares have been subject to a product
approval process, which has determined that the Retail Offer Shares are: (i)
compatible with an end target market of retail investors and investors who meet
the criteria of professional clients and eligible counterparties, each as
defined in paragraphs 3.5 and 3.6 of COBS; and (ii) eligible for distribution
through all permitted distribution channels (the «Target Market Assessment»).
Notwithstanding the Target Market Assessment, distributors should note that: the
price of the Retail Offer Shares may decline and investors could lose all or
part of their investment; the Retail Offer Shares offer no guaranteed income and
no capital protection; and an investment in the Retail Offer Shares is
compatible only with investors who do not need a guaranteed income or capital
protection, who (either alone or in conjunction with an appropriate financial or
other adviser) are capable of evaluating the merits and risks of such an
investment and who have sufficient resources to be able to bear any losses that
may result therefrom. The Target Market Assessment is without prejudice to any
contractual, legal or regulatory selling restrictions in relation to the Retail
Offer.
For the avoidance of doubt, the Target Market Assessment does not constitute:
(a) an assessment of suitability or appropriateness for the purposes of Chapters
9A or 10A respectively of COBS; or (b) a recommendation to any investor or group
of investors to invest in, or purchase, or take any other action whatsoever with
respect to the Retail Offer Shares. Each distributor is responsible for
undertaking its own target market assessment in respect of the Retail Offer
Shares and determining appropriate distribution channels
This information was brought to you by Cision http://news.cision.com