News and Press Releases

Placing of New Shares, Board Changes, Grant of Options, Change of Accounting Reference Date & Operational Update

24 February 2015

Placing & Issue of New Shares

The board of directors of Sefton (the "Board") is pleased to announce that the Company has raised gross funds of £900,000 through a placing for new common shares of no par value in the capital of the Company ("Shares"). The new Shares have been subscribed for by private clients of Cornhill Capital Limited ("Cornhill") at a price of 0.055 pence per Share (the "Placing Price"). A total of 1,636,363,636 new Shares have been issued today as a result (the "Placing").

The Company has also issued 4,918,857 Shares in satisfaction of a contracted remuneration payment of $9,972 due to an employee of TEG USA Inc., the former subsidiary of the Company. This contracted remuneration covered the period 1 July 2014 to 31 January 2015, and was calculated based on the average closing mid-market share price (0.126 pence) and average exchange rate for the period (the "Remuneration"). An application has been made for the new Shares issued under the Placing and Remuneration to be admitted to trading on AIM with effect from 27 February 2015 ("Admission"). The Placing and Remuneration have been carried out within the Company’s existing share authorities.

Following the Placing and the Remuneration, the Company will have a total of 2,710,926,988 Shares in issue (the "Enlarged Share Capital"). The new Shares issued pursuant to the Placing represent 60.36% of the Enlarged Share Capital.

As part of the Placing, the Company has issued Cornhill with 81,818,182 warrants to subscribe for Shares at a price of 0.1 pence per share, exercisable for a period of three years from today.

Board Changes & Grant of Options to Director

The Board is pleased to announce the appointment of Clem Chambers as a Non-Executive Director of the Company with effect from 24 February 2015. Mr Chambers brings a wealth of experience from within the City of London, and is the Chief Executive officer of ADVFN plc, the AIM quoted financial information group. Mr Chambers has agreed to receive his remuneration in Shares. His remuneration for the first two quarters of 2015 will be at the Placing Price, while future payments will be calculated quarterly based on the average closing mid-market price of the Shares on the ten trading days immediately prior to the end of that quarter.

Concurrent with Mr Chambers’ appointment, Mark Smith has stood down as a director of the Company.

As announced on 30 January 2015, Daniel Levi joined the Board with effect from 3 February 2015 to lead efforts to identify a new strategy for the Company, recruit a new team to implement this strategy and
work on the next stage of the turnaround of the Company. Mr Levi has now been appointed interim Executive Chairman of the Company.

The Board has agreed that Mr Levi will receive a salary for the three months to 30 April 2015 of £1.00, together with the grant of options over 65,000,000 Shares (the "Share Options"), equivalent to 2.40% of the Company’s current issued share capital following the Share Placement mentioned above. The Share Options have an exercise price of 0.05 pence per Share, the same price as the recent subscription which Mr Levi helped organise and participated in (as detailed in the announcement of 30 January 2015), and can be exercised at any point up to 31 January 2016. Mr Levi has today provided the Company with an interest free bridging loan of $50,000 until the proceeds of the Placing are received (settlement expected 13 March 2015, with a likely 3 further working days before the monies arrive in the Company’s UK bank account). Mr Levi’s compensation package will be reviewed by the Board in April, by which time it is anticipated that the good progress currently being made as regards the ongoing implementation of the new strategy for the Company continues with the recruitment of a new team to implement this strategy and work on the next stage of the turnaround of the Company. Mr Levi has indicated that any salary he may be offered would in all likelihood be politely declined.

The Board has also cancelled options over 29,616,667 Shares held by former officers of the Company. In accordance with the Company’s existing share option scheme, all options not exercised within one year of leaving the service of the Company may be cancelled (the "Cancellation").

Following the grant of the Share Options, the Cancellation and the Placing, there are currently 168,118,182 warrants in issue, giving a fully diluted share capital of 2,879,045,170 Shares. Mr Levi holds 21,650,001 Shares, equivalent to 0.8% of the current issued share capital of the Company; Mr Levi’s Shares and Share Options represent 3.2% of the fully diluted share capital of the Company.

Change of Accounting Reference Date

Following the disposal of TEG USA Inc. (as approved at the extraordinary general meeting of the Company on 30 January 2015 and announced on the same day), the Company will change its accounting reference date to 31 January and will report a 13 month period to 31 January 2015. The audited annual report and accounts for this extended period will be published on or before 30 June 2015. The Board believes that the preparation of accounts for the 13 month period following the disposal of TEG USA Inc. will provide shareholders with a better understanding of the ongoing consolidated position of the Company.

Operational Update

Following the sale of TEG USA Inc., Mr Levi and his advisors have begun a detailed review of the existing operations of the Company and its remaining subsidiaries. The team have entered discussions regarding a potential future sale of TEG MidContinent Inc. and TEG Transmission LLC.

Mr Levi Executive Chairman commented "Today’s placing is something of a bitter sweet pill. However what this proves is that we are now being thought of as a viable investment proposition. Sefton is now wellfinaced and good progress is being made on the turnaround strategy. My recent visit to the USA has been very productive. The successful outcome which our Shareholders deserve is now gaining traction. I’d personally like to welcome Clem Chambers to the Board. Clem has been assisting in the backgroundand now feels the time is right to take a more visible role. His independent attitude and business acumen will serve us well. We would also like to thank Mark Smith for his help and assistance in maintaining Sefton as a viable Company going forward. We owe Mark a debt of gratitude we wish him the very best for the future. My unsalaried position within the Company is a message for potential investors. Sefton is not an executive piggy bank. For far too long, executives on AIM have ridden roughshod over their Shareholders. This will not happen at Sefton. We are here to bring back real value to the Company and our strategy is aligned with our ultimate paymasters, the individual investors who own shares and funds."

Visit www.seftonresources.com or contact:

Daniel Levi, Director  Tel: 07912 864 195
Nick Harriss, Nick Athanas, Allenby Capital (Nomad) Tel: 0203 328 5656
Neil Badger, Dowgate Capital Stockbrokers (Broker) Tel: 01293 517744


Information regarding Clem Chambers required to be disclosed under Schedule 2(g) of the AIM Rules for Companies.

Full name – Clement Hadrian Chambers
Age – 51

Current Directorships:
ADVFN Plc
On-Line Plc
All IPO Plc
Cupid Bay Limited
Advessel Limited
Throgmorton Street Capital Ltd
Rare Earth Technology
Writerpub Ltd

Past Directorships within the last five years:
Equity Development Limited
Equity Holdings Limited