Settlement Agreement Reached

11 July 2025, 06:00 UTC

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 (MAR) as in force in the United Kingdom pursuant to the European Union (Withdrawal) Act 2018. Upon the publication of this announcement via Regulatory Information Service (RIS), this inside information will be in the public domain.

Arc Minerals Ltd

('Arc Minerals' or the 'Company')

Settlement Agreement Reached with Avanti Gold Corporation and Regency Mining Ltd

Arc Minerals Ltd is pleased to announce that it has entered into a binding settlement agreement with Avanti Gold Corporation ("Avanti") and Regency Mining Ltd ("Regency") in relation to USD 1,250,000 owed to Arc (the "Outstanding Receivable").

Background

As set out in the Company's announcement of 29 April 2022, the Outstanding Receivable arose pursuant to Regency's acquisition of Casa Mining Ltd which holds a 73.5% interest in the Misisi gold project ("Misisi") in the Democratic Republic of the Congo. The Outstanding Receivable had been due to be settled through the issuance of shares in Avanti Gold but to date it had not been satisfied. As previously disclosed, Arc, Avanti and Regency have continually engaged constructively to resolve the Outstanding Receivable and have now entered into a new, binding settlement agreement whereby the Outstanding Receivable will be settled in cash (the "New Settlement Agreement").

Settlement Terms

Under the New Settlement Agreement, Avanti and Regency have jointly and severally undertaken to settle the total Outstanding Receivable of US$1,250,000, as follows:

- Through a cash payment, in full settlement of the Outstanding Receivable, of a reduced Settlement Sum of:

o  US$562,500 (45%), if paid by 31 August 2025; or

o  US$625,000 (50%), if paid by 31 October 2025; or

o  US$750,000 (60%), if paid by 31 December 2025.

- If payment hasn't been made by 31 December 2025, the full Outstanding Amount becomes immediately due and payable in full on 1 January 2026; and

- From 1 January 2026, any unpaid amounts will accrue compound interest at a rate of 2% per month, until settled in full.

Funds received pursuant to the New Settlement Agreement will be used for working capital purposes.

Cash Position & Outlook

The Company's existing cash resources and future contractual cash place the Company in a positive cash position into 2026. In addition, Management have been carefully managing the Company's cash resources since the start of the year, including cutting fee payments by up to 50% for board and management, which are expected to remain in place into 2026.

Nick von Schirnding, Executive Chairman of Arc Minerals, commented:

"I am pleased that we have reached a binding agreement with Avanti and Regency after a lengthy period of constructive negotiations. Funds from the settlement will, in addition to existing and future contractual cash, further support the Company's cash position into 2026, in line with previous guidance."

Market Abuse Regulation (MAR) Disclosure

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.

Forward-looking Statements

This news release contains forward-looking statements that are based on the Company's current expectations and estimates. Forward-looking statements are frequently characterised by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "suggest", "indicate" and other similar words or statements that certain events or conditions "may" or "will" occur. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual events or results to differ materially from estimated or anticipated events or results implied or expressed in such forward-looking statements. Such factors include, among others: the actual results of current exploration activities; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; possible variations in ore grade or recovery rates; accidents, labour disputes and other risks of the mining industry; delays in obtaining governmental approvals or financing; and fluctuations in metal prices. There may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.

(i) Shareholder consent to receive information electronically

At the Annual General Meeting of the Company held in September 2012, Shareholders approved electronic communication and dissemination of information via the Company's official website, including but not limited to Notices of General Meetings, Forms of Proxy and Annual Reports and Accounts. Shareholders are reminded that their right to request information in print remains unaffected and that they can do so by contacting the Company giving no less than 14 days' notice.

**ENDS**

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For more information, visit www.arcminerals.com.