Pan African Resources PLC         Pan African Resources Funding Company

(Incorporated and registered in England and Wales     Limited

under Companies Act 1985 with registered       Incorporated in the Republic of South Africa

number 3937466 on 25 February 2000)       with limited liability

Share code on LSE: PAF           Registration number: 2012/021237/06

Share code on JSE: PAN           Alpha code: PARI

ISIN: GB0004300496

ADR code: PAFRY

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

 

DELAY IN SHARE CAPITAL REDUCTION

Pan African refers to the proposed share capital reduction involving the cancellation of the Company’s share premium account and the cancellation and extinguishment of certain shares in the Company’s capital (" Share Capital Reduction "). Pan African announces that, at a hearing held on 19 December 2025, the Court was not satisfied that notice of the general meeting at which resolutions were passed to approve and implement the Share Capital Reduction had been appropriately given to all shareholders. Certain shareholders in South Africa had indicated that they would not normally wish to receive notices from the Company and hence did not receive the formal notification of the capital reduction. Notwithstanding that several of shareholders in this category became aware of the meeting through other means and voted on the resolutions in any event, the Court determined that the Share Capital Reduction could not proceed. Accordingly, the Share Capital Reduction will not be proceeding on the timetable originally envisaged.

Instead, it is envisaged that the Company will convene another general meeting, by distributing a new circular and notice of general meeting to all shareholders, in the New Year. The purpose of the general meeting will be to seek a renewed approval of the Share Capital Reduction. If approved, the Company intends to pursue the Share Capital Reduction shortly thereafter.

Rosebank

22 December 2025

 

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

www.panafricanresources.com

 

Corporate information

Corporate Office

The Firs Building                      Registered Office

2nd Floor, Office 204                  107 Cheapside, 2nd Floor

Corner Cradock and Biermann Avenues    London, EC2V 6DN

Rosebank, JohannesburgUnited KingdomSouth Africa                           Office: + 44 (0)20 3869 0706

Office: + 27 (0)11 243 2900            jane.kirton@corpserv.co.ukinfo@paf.co.za

Chief Executive Officer                Financial Director and debt officer

Cobus LootsMarileen Kok

Office: + 27 (0)11 243 2900            Office: + 27 (0)11 243 2900

Head: Investor Relations

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

Company Secretary                      Joint Broker

Jane KirtonRoss Allister/Georgia Langoulant

St James's Corporate Services LimitedPeel Hunt LLP

Office: + 44 (0)20 3869 0706           Office: +44 (0)20 7418 8900

JSE Sponsor & JSE Debt Sponsor         Joint Broker

Ciska KloppersThomas Rider/Nick MacannQuestco Corporate Advisory Proprietary BMO Capital Markets Limited
Limited
                                       Office: +44 (0)20 7236 1010
Office: + 27 (0) 63 482 3802

                                       Joint Broker

                                       Matthew Armitt/Jennifer Lee

                                       Joh. Berenberg, Gossler & Co KG
                                       (Berenberg)

                                       Office: +44 (0)20 3207 7800