Caracal Gold Plc

('Caracal' or the 'Company')

US$1.0 Million Convertible Loan Facility Secured

Caracal Gold Plc, the East African focused gold company is pleased to announce that it has secured interim funding of US$1,000,000 through a convertible loan facility ("Loan Facility") from a group of lenders comprising existing German-based financiers and Gathoni Muchai Investments ("GMI") and its clients.

GMI is a Kenyan-based investment banking and corporate finance group, committed to driving sustainable growth across key sectors in Africa that extend across mining, property, e-waste recycling, agriculture and the financial technology sectors. Jason Brewer, a director of the Company, is a director and shareholder of GMI.

Key Terms of the Loan Facility

·      Facility Amount: US$1,000,000

·      Instrument: Unsecured convertible loan

·      Interest Rate: 10% per annum, accrued and payable in full on the maturity date

·      Term: 12 months from the resumption of trading on the London Stock Exchange

·      Conversion Rights: Lenders may convert their participation into new ordinary shares at any time prior to maturity

·      Conversion price is 0.3 pence per share, however in the event of equity raising below this price prior to maturity, the conversion price will be adjusted downward accordingly

·      Warrants: The Lenders will also be granted 2-year warrants at a strike price of 0.4 pence per share on a one for one basis.

Application of Funds

The Loan Facility has been secured to specifically allow payments to be made to key stakeholders in Kenya and to advance the completion of the Company's Prospectus in the United Kingdom.

Specifically, this will include:

·      Payments due to the Moyoi Community in Lolgorien at the Kilimapesa Gold Mine

·      Settlements to landowners in Narok County under existing land lease agreements associated with the Kilimapesa Gold Mine

·      Salary payments to former Kenyan-based employees at the Kilimapesa Gold Mine

·      Payments to other agreed local creditors in Kenya

·      Costs related to the completion and lodgement of the Company's Prospectus with the Financial Conduct Authority in connection with its planned re-listing on the London Stock Exchange

All expenditures will be approved in accordance with the Company's existing financial procedures and policies.

Kevin Warrington, Independent Non-Executive Director, said:

"This interim funding marks a critical milestone in Caracal's strategy to deliver on our commitments to the community at the Kilimapesa Gold Mine and our key stakeholders in Kenya.

"We are grateful for the continued support from our strategic funding partners and also to Gathoni Muchai Investments, who have demonstrated their backing to the current Board and executive management and to the Company's gold mine development plans in East Africa, its recapitalisation strategy and aim to have its securities resume trading on the London Stock Exchange."

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.

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For further information visit www.caracalgold.com or contact the following:

Notes:

Caracal Gold plc is an expanding East African focused gold company with a clear strategy to grow production and resources both organically and through strategic acquisitions. Its immediate aim is to recommence and rapidly increase production to +50,000ozs p.a. and build a JORC compliant resource base of +3Moz. The Company is progressing a well-defined mine optimisation strategy at its 100% owned Kilimapesa Gold Mine in Kenya, where there is significant mid-term expansion potential and the ability to increase gold production to 24,000oz p.a. and the resource to +2Moz (current JORC compliant resources of approx. 706,000oz). Alongside this, Caracal is undertaking a targeted exploration programme at the Nyakafuru Project in Tanzania, which has an established high-grade shallow gold resource of 658,751oz at 2.08g/t contained within four deposits over 280 km2 and appears amenable to development as a large scale conventional open pit operation.

Caracal's experienced team has a proven track record in successfully developing and operating mining projects throughout Africa.

The Company is a responsible mining and exploration company and supports the positive social and economic change that it contributes to the communities in the regions that it operates. It is a proudly East African-focused company: it buys locally, employs locally, and protects the environment and its employees and their families' health, safety, and wellbeing.