PAN AFRICAN RESOURCES PLC - Issue of New Ordinary Shares pursuant to the Implementation of the Emmerson Acquisition and Total Voting Rights

Issue of New Ordinary Shares pursuant to the Implementation of the Emmerson Acquisition and Total Voting Rights

Pan African Resources PLC                                Pan African Resources Funding Company
(Incorporated and registered in England and Wales        Limited
under the Companies Act 1985 with registered             Incorporated in the Republic of South
number 3937466 on 25 February 2000)                      Africa with limited liability
Share code on LSE: PAF                                   Registration number: 2012/021237/06
Share code on JSE: PAN                                   Alpha code: PARI
ISIN: GB0004300496
LEI: 213800EAXURCXMX6RL85
ADR ticker code: PAFRY
('Pan African' or the 'Group' or the 'Company')


ISSUE OF NEW ORDINARY SHARES PURSUANT TO THE IMPLEMENTATION OF THE EMMERSON ACQUISITION AND TOTAL VOTING RIGHTS

Unless otherwise defined herein, capitalised words and terms contained in this announcement shall
bear the same meanings ascribed thereto in the announcement published by Pan African on
9 March 2026.

Further to the announcement published on 22 June 2026 and pursuant to the Scheme being legally
effective, the Company will issue, in aggregate, 102,641,421 new Pan African Ordinary Shares
("New Ordinary Shares"), in the form of Pan African CDIs, to eligible Emmerson shareholders (or
their nominees) and the sale agent for the Scheme, as settlement of the aggregate Scheme
Consideration. The New Ordinary Shares will be credited as fully paid at £1.09 per share(1).

Application has been made to the London Stock Exchange ("LSE") and the JSE Limited ("JSE") for
admission to trading on the LSE and the JSE Main Board of the New Ordinary Shares ("Admission").
Admission is expected to become effective and trading in the New Ordinary Shares is expected to
commence at the commencement of trade on or about 1 July 2026. The New Ordinary Shares will
be issued free of all liens, charges and encumbrances and will, on Admission, rank pari passu in all
respects with the Company's existing ordinary shares in issue.

Following Admission, the Company's issued share capital will comprise of 2,436,312,950(2) ordinary
shares of 1p each. Accordingly, the total number of voting rights in Pan African Resources plc is
2,436,312,950. This figure may be used by shareholders as the denominator for the calculations by
which they will determine if they are required to notify their interest in, or a change to their interest
in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

(1) Closing share price on 22 June 2026, which is the effective date of the acquisition of 100% of the
issued shares in Emmerson by way of an Australian Court approved scheme of arrangement.
(2) The Company does have voting and economic rights in respect of 306,358,058 ordinary shares
held by PAR Gold. These shares are treated as treasury shares for accounting purposes only.


Johannesburg

26 June 2026

For further information on Pan African, please visit the Company's website at

www.panafricanresources.com


Corporate information

Corporate office                         Registered office
The Firs Building                        107 Cheapside, 2nd Floor
2nd Floor, Office 204                    London, EC2V 6DN
Corner Cradock and Biermann Avenues      United Kingdom
Rosebank, Johannesburg                   Office: + 44 (0)20 3869 0706
South Africa                             jane.kirton@corpserv.co.uk
Office: + 27 (0)11 243 2900
info@paf.co.za

Chief executive Officer                  Financial director and debt officer
Cobus Loots                              Marileen Kok
Office: + 27 (0)11 243 2900              Office: + 27 (0)11 243 2900

Head: Investor relations                 Website: www.panafricanresources.com
Hethen Hira
Tel: + 27 (0)11 243 2900
E-mail: hhira@paf.co.za

Company secretary                        Joint broker
Jane Kirton                              Ross Allister/Georgia Langoulant
St James's Corporate Services Limited    Peel Hunt LLP
Office: + 44 (0)20 3869 0706             Office: +44 (0)20 7418 8900

JSE sponsor and JSE debt sponsor         Joint broker
Ciska Kloppers                           Thomas Rider/Nick Macann
Questco Corporate Advisory Proprietary   BMO Capital Markets Limited
Limited                                  Office: +44 (0)20 7236 1010
Office: + 27 (0) 78 268 9556

                                         Joint broker
                                         Matthew Armitt/Jennifer Lee
                                         Joh. Berenberg, Gossler & Co KG
                                         (Berenberg)
                                         Office: +44 (0)20 3207 7800




                                                                            

Date: 26-06-2026 12:00:00
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