Pan African Resources Plc - Issue of new ordinary shares pursuant to the implementation of the Emmerson Acquisition and Total Voting Rights

Pan African Resources PLC

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

Share code on LSE: PAF

Share code on JSE: PAN

ISIN: GB0004300496

LEI: 213800EAXURCXMX6RL85

ADR ticker code: PAFRY

(‘Pan African’ or the ‘Group’ or the ‘Company’)

Pan African Resources Funding Company Limited

Incorporated in the Republic of South Africa with limited liability

Registration number: 2012/021237/06

Alpha code: PARI

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

The Firs Building

2nd Floor, Office 204

Corner Cradock and Biermann Avenues

Rosebank, Johannesburg

South Africa

Office: + 27 (0)11 243 2900

info@paf.co.za

Registered office

107 Cheapside, 2 nd Floor

London, EC2V 6DN

United Kingdom

Office: + 44 (0)20 3869 0706

jane.kirton@corpserv.co.uk

Chief executive Officer

Cobus Loots

Office: + 27 (0)11 243 2900

Financial director and debt officer

Marileen Kok

Office: + 27 (0)11 243 2900

Head: Investor relations

Hethen Hira
Tel: + 27 (0)11 243 2900
E-mail: hhira@paf.co.za

Website: www.panafricanresources.com

Company secretary

Jane Kirton

St James's Corporate Services Limited

Office: + 44 (0)20 3869 0706

Joint broker

Ross Allister/Georgia Langoulant

Peel Hunt LLP

Office: +44 (0)20 7418 8900

JSE sponsor and JSE debt sponsor

Ciska Kloppers

Questco Corporate Advisory Proprietary Limited

Office: + 27 (0) 78 268 9556

Joint broker

Thomas Rider/Nick Macann

BMO Capital Markets Limited

Office: +44 (0)20 7236 1010

Joint broker

Matthew Armitt/Jennifer Lee

Joh. Berenberg, Gossler & Co KG (Berenberg)

Office: +44 (0)20 3207 7800