Reissue : Completion of Uitkomst Colliery Transaction

PAN AFRICAN RESOURCES PLC - Reissue : Completion of Uitkomst Colliery Transaction

PR Newswire

London, April 4

Please be advised that this announcement is being reissued due to an issue with the previously published announcements' headline. All announcement content below remains unchanged.

Pan African Resources PLC

(“Pan African” or “the Company” or “the Group”)

(Incorporated and registered in England and Wales under Companies Act 1985 with registered number 3937466 on 25 February 2000)

Share code on AIM: PAF

Share code on JSE: PAN

ISIN: GB0004300496

COMPLETION OF THE ACQUISITION OF BLUE FALCON 232 TRADING PROPRIETARY LIMITED ("UITKOMST COLLIERY") FROM OAKLEAF INVESTMENT HOLDING 109 PROPRIETARY LIMITED AND SHANDUKA RESOURCES PROPRIETARY LIMITED (the "TRANSACTION")

Pan African shareholders are referred to the initial Transaction announcement published by the Company on 8 June 2015, regarding the acquisition of Uitkomst Colliery by the Company.

Pan African is pleased to advise shareholders that the Transaction has become unconditional, and that Pan African assumed effective control of Uitkomst Colliery on 1 April 2016. Pan African settled the Transaction’s revised purchase consideration of R176 million in full in cash on 31 March 2016. The total net purchase consideration (inclusive of working capital acquired) amounts to approximately R150 million, compared to the R200 million previously announced.

The Uitkomst Colliery will be implementing a BEE transaction similar in nature to those currently in place at Pan African’s Barberton and Evander mining operations. The BEE transaction will result in an additional 9% historically disadvantaged on-mine ownership in the Uitkomst Colliery. This 9% ownership will be held by broad-based trusts and by a strategic entrepreneur’s trust. The BEE transaction will be financed by the Uitkomst Colliery on a notional basis, with this notional funding accruing interest linked to the prime interest rate. The Transaction results in limited dilution to Pan African and 80% of dividends issued to the BEE shareholders will be retained to repay the notional funding over a period of 10 years.

A production update for Uitkomst Colliery for the period 1 July 2015 – 29 February 2016 is as follows:

The life of mine of the operation is estimated at 28 years.

BDO Corporate Finance Proprietary Limited (“Expert”), who were appointed as the independent expert by Pan African, have concluded that the terms of the Transaction are fair in so far as Pan African shareholders are concerned. A copy of the Expert’s opinion is available for inspection at the Corporate Offices of the Company for a period of 28 days from the date of this announcement.

Cobus Loots, CEO of Pan African commented: “We are pleased to have finalised the Transaction and we welcome the Uitkomst Colliery employees to the Group. The Transaction is expected to be value accretive to Pan African, as previously communicated”.

For further information on Pan African, please visit the Company’s website at http://www.panafricanresources.com/

4 April 2016

Contact Details

Corporate OfficeThe Firs Office Building1st Floor, Office 101Cnr. Cradock and Biermann AvenuesRosebank, JohannesburgSouth Africa

Office: + 27 (0) 11 243 2900Facsimile: + 27 (0) 11 880 1240

Registered Office

Suite 31Second Floor107 CheapsideLondonEC2V 6DNUnited Kingdom

Office: + 44 (0) 207 796 8644Facsimile: + 44 (0) 207 796 8645

www.panafricanresources.com