Repayment of EECP Facility and Subscription

Tower Resources plc (AIM: TRP), the AIM-listed oil and gas company focused on Africa, is pleased to announce that it has reached an agreement (subject to contract) for the repayment of the outstanding balance owed to Energy Exploration Capital Partners, LLC ("EECP"), in accordance with the terms of the investment deed (the "Deed") announced to the market on 16 January 2023.

The Company is also announcing a subscription for approximately 3,333,333,333 ordinary shares of 0.001p each (the "Subscription Shares") at a price of 0.018p per Subscription Share (the "Subscription"), representing a discount of approximately 10% to the closing bid price of the Company's shares on 14 February 2024.

The Subscription has been arranged with certain investors by the Company's broker, Axis Capital Markets Limited.

EECP Facility Repayment and Subscription

The proposed Subscription is being made to fund working capital, including the full repayment of the outstanding balance of the EECP facility (currently comprising US$455,000 plus fees) and to progress work on the Company's licenses; including the Thali PSC, offshore Cameroon, PEL 96 in Namibia, and the Algoa-Gamtoos license in South Africa.

The Subscription will raise gross proceeds of £600,000 through the issue of 3,333,333,333 ordinary shares of 0.001p each at a price of 0.018p per Subscription Share, representing a discount of approximately 10% to the closing bid price of the Company's shares on 14 February 2024.

The Subscription Shares will be issued in two tranches with a first tranche of 1,045,833,333 shares ("First Tranche Subscription Shares") and a second tranche of 2,287,500,000 shares ("Second Tranche Subscription Shares").

It is intended to offer the broker, Axis Capital Markets Limited, 140,000,000 warrants over 140,000,000 new ordinary shares for arranging the Subscription ("Broker Warrants"). The period of the Broker Warrants will be three years at a strike price of 0.018p per share.

Share Capital following the Subscription

Application has been made for the Subscription Shares to be admitted to trading on AIM. It is expected that Admission of the First Tranche Subscription Shares will become effective and that dealings will commence at 8.00 a.m. on or around 22 February 2024. It is expected that Admission of the Second Tranche Subscription Shares will become effective and that dealings will commence at 8.00 a.m. on or around 8 March 2024.

Following admission of the Subscription Shares, the Company's enlarged issued share capital will comprise 16,638,185,250 Ordinary Shares of 0.001 pence each with voting rights in the Company. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in the interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

Warrants and Options in Issue

Following the issue of the Broker Warrants, the total number of warrants and options in issue is 2,068,625,814 equating to 11.1% of the Company's enlarged share capital assuming full exercise of all warrants and share options.

Tower Resources Chairman & CEO, Jeremy Asher, commented:

"We are pleased to have completed this Subscription and to have repaid the remaining balance of the advance from EECP. We are pursuing multiple asset-level financing discussions, as previously disclosed, and this fundraising will allow us to focus on these over the coming months. We remain confident of spudding the NJOM-3 well in Cameroon this summer."

Note regarding forward-looking statements