7 May 2024

Panthera Resources Plc

("Panthera" or "the Company")

Ownership Restructure of Kalaka and Nigerian Projects

Panthera Resources Plc (AIM: PAT), the diversified gold exploration and development company with assets in West Africa and India, is pleased to announce that it has entered into definitive agreements with DFR Gold Inc ("DFR") and Maniger Ltd ("Maniger") to restructure the ownership interests in the Kalaka gold project in Mali ("Kalaka" or the "Kalaka Project") and the Paimasa, Dagma and Dext gold projects in Nigeria (the "Nigerian Projects") (together the "Restructuring").

Following completion of the Restructuring, Panthera will own 100% of Maniger, and consequently, an increase its relevant interest in the Kalaka Project from 40% to 80%.  The remaining 20% interest in the Kalaka Project will continue to be owned by a local partner, Golden Spear Mali SARL.  Furthermore, Panthera will no longer hold any interests in the Nigerian Projects.

As part of the Restructuring, Panthera will pay DFR approximately US$67,931.36 to settle intercompany loans. Related to this, DFR will acquire the Nigerian Projects from Maniger for nominal cash consideration.

In the Company's audited accounts for the financial year ended 31 March 2023, it was reported that Maniger had negative net assets of US$67,447 and that it had a loss before taxation of US$219,733 (taking into account the Company 50% ownership interest in Maniger at the time).

Commenting on the Restructuring, Mark Bolton, Managing Director of Panthera said:

"Following a recent re-evaluation of the historical database at Kalaka and improved gold prices, the Company has elected to expand its focus at Kalaka. The change in ownership interest in Kalaka better aligns with its planned activities. 

We believe that Kalaka is a significant mineralised gold system with the potential for a multi-million-ounce gold resource. The Company believes that the strong gold price will underpin a lower grade, bulk tonnage development strategy."

About the Kalaka Project

The Kalaka gold project, which is operated by Panthera, is situated in southern Mali, 80km south of the 8 Moz Morila gold mine and 85km northwest of the 6 Moz Syama gold mine (Resolute). Panthera believes the property has large scale potential.

Historical drilling has intersected impressive mineralization widths at the K1A target within a very large 0.5g/t Au mineralization envelope. Drilling intersections at K1A have included 249m @ 0.54g/t Au (to end of hole). The tenement hosts some 45km of prospective geology and structures along strike from K1A as defined from drilling, surface geochemical and geophysical surveys.

At the K1A target area, the Company's Competent Person Report (prepared by Golder Associates Pty Ltd), which was disclosed in the Company's AIM Admission Document, reported that drilling by past explorers defined a potential endowment of 250,000 to 500,000 ounces. Furthermore, Golder Associates Pty Ltd ("Golder") reported that this represents an exploration target where further infill drilling may lead to the estimation of a Mineral Resource.

More recently, follow-up work by Panthera including re-examination of all available drill data at K1A, identified a mineralised envelope that broadly conforms to the potential endowment mentioned by Golder. This work identifies an exploration target of between 0.5 Moz to 1 Moz gold.  Importantly, the Company is yet to drill the northern extension of the mineralisation at K1A together with several similar targets within the project area. Taken together this would potentially expand the exploration target to approximately 3 Moz of gold.

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Qualified Person

The technical information contained in this disclosure has been read and approved by Ian S Cooper (BSc, ARSM, FAusIMM, FGS), who is a qualified geologist and acts as the Qualified Person under the AIM Rules - Note for Mining and Oil & Gas Companies.  Mr Cooper is a geological consultant to Panthera Resources PLC.

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.

**ENDS**