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TR-1: Standard form for notification of major holdings
1. Issuer Details
ISIN
GB0004300496
Issuer Name
PAN AFRICAN RESOURCES PLC
UK or Non-UK Issuer
UK
2. Reason for Notification
An acquisition or disposal of voting rights
3. Details of person subject to the notification obligation
Name
Allan Gray Proprietary Limited
City of registered office (if applicable)
Cape Town
Country of registered office (if applicable)
South Africa
4. Details of the shareholder
Full name of shareholder(s) if different from the person(s) subject to the notification obligation, above
City of registered office (if applicable)
Country of registered office (if applicable)
5. Date on which the threshold was crossed or reached
22-Jan-2025
6. Date on which Issuer notified
24-Jan-2025
7. Total positions of person(s) subject to the notification obligation
.
% of voting rights attached to shares (total of 8.A)
% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)
Total of both in % (8.A + 8.B)
Total number of voting rights held in issuer
Resulting situation on the date on which threshold was crossed or reached
14.966200
0.000000
14.966200
303711919
Position of previous notification (if applicable)
15.284300
0.000000
15.284300
8. Notified details of the resulting situation on the date on which the threshold was crossed or reached
8A. Voting rights attached to shares
Class/Type of shares ISIN code(if possible)
Number of direct voting rights (DTR5.1)
Number of indirect voting rights (DTR5.2.1)
% of direct voting rights (DTR5.1)
% of indirect voting rights (DTR5.2.1)
GB0004300496
303711919
0
14.966200
0.000000
Sub Total 8.A
303711919
14.966200%
8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))
Type of financial instrument
Expiration date
Exercise/conversion period
Number of voting rights that may be acquired if the instrument is exercised/converted
% of voting rights
Sub Total 8.B1
8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))
Type of financial instrument
Expiration date
Exercise/conversion period
Physical or cash settlement
Number of voting rights
% of voting rights
Sub Total 8.B2
9. Information in relation to the person subject to the notification obligation
1. Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer.
Ultimate controlling person
Name of controlled undertaking
% of voting rights if it equals or is higher than the notifiable threshold
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold
Total of both if it equals or is higher than the notifiable threshold
10. In case of proxy voting
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional Information
12. Date of Completion
27-Jan-2025
13. Place Of Completion
Cape Town, South Africa
Pan African Resources PLC
(Incorporated and registered in England and Wales under the Companies Act 1985 with registration number 3937466 on 25 February 2000)
Share code on AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
ADR ticker code: PAFRY
(Pan African or the Company or the Group)
Pan African Resources Funding Company Limited
Incorporated in the Republic of South Africa with limited liability
Registration number: 2012/021237/06
Alpha code: PARI
(Funding Company)
APPOINTMENT OF FINANCIAL DIRECTOR
Shareholders are referred to the announcement released on SENS and RNS on 29 July 2024, and are further advised that Marileen Kok has been appointed to the Board as the Financial Director and as a member of the social and ethics committee with effect from 1 October 2024. Marileen will also be appointed as a director of PAR Funding Company and as the debt officer with effect from 1 October 2024.
Marileen is a Chartered Accountant with extensive experience in the mining industry, specifically relating to financial reporting, corporate finance, governance and regulatory compliance and various other commercial matters. She joined the Group as Group Financial Manager in January 2020.
Regulatory
The following information is disclosed under Rule 17 of the AIM Rules for Companies ("AIM Rules") and Schedule Two Paragraph (g) of the AIM Rules:
Marileen Kok (aged 41)
Marileen Kok holds 25,000 ordinary shares in the Company.
Current Directorships
Past Directorships (within the last five years)
Barberton Mines Proprietary Limited
Midstream Ridge Home Owners Association
Evander Gold Mining Proprietary Limited
Pan African Resources Properties Proprietary Limited
Mogale Clay Proprietary Limited
There is no further information which is required to be disclosed under Schedule Two, paragraph (g) of the AIM Rules for Companies in respect of Marileen Kok.
For further information on Pan African, please visit the Company's website at
www.panafricanresources.com
Rosebank
1 October 2024
Corporate information
Corporate Office
The Firs Building
2nd Floor, Office 204
Cnr. Cradock and Biermann Avenues
Rosebank, Johannesburg
South Africa
Office: + 27 (0)11 243 2900
info@paf.co.za
Registered Office
2nd Floor
107 Cheapside
London
EC2V 6DN
United Kingdom
Office: + 44 (0)20 3869 0706
info@paf.co.za
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
Nominated Adviser and Joint Broker
Ross Allister/Georgia Langoulant
Peel Hunt LLP
Office: +44 (0)20 7418 8900
JSE Sponsor
Ciska Kloppers
Questco Corporate Advisory Proprietary Limited
Office: + 27 (0)11 011 9200
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
TR-1: Standard form for notification of major holdings
NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:
PAN AFRICAN RESOURCES PLC
1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)
Non-UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights
X
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights
Other (please specify)iii:
3. Details of person subject to the notification obligationiv
Name
Van Eck Associates Corporation
City and country of registered office (if applicable)
New York, NY USA
4. Full name of shareholder(s) (if different from 3.)v
Name
ESB Pension Fund GDX
VanEck Gold Miners ETF
VanEck Gold Miners ETF (AU)
VanEck Gold Miners UCITS ETF
City and country of registered office (if applicable)
5. Date on which the threshold was crossed or reachedvi:
20/09/2024
6. Date on which issuer notified (DD/MM/YYYY):
7. Total positions of person(s) subject to the notification obligation
% of voting rights attached to shares (total of 8. A)
% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)
Total of both in % (8.A + 8.B)
Total number of voting rights held in issuer (8.A + 8.B) vii
Resulting situation on the date on which threshold was crossed or reached
5.901%
5.901%
113,098,953
Position of previous notification (if
applicable)
N/A
8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii
A: Voting rights attached to shares
Class/type of shares
ISIN code (if possible)
Number of voting rightsix
% of voting rights
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
Common Stock GB0004300496
113,098,953
5.901%
SUBTOTAL 8. A
113,098,953
5.901%
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument
Expiration datex
Exercise/ Conversion Periodxi
Number of voting rights that may be acquired if the instrument is
exercised/converted.
% of voting rights
SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument
Expiration datex
Exercise/ Conversion Period xi
Physical or cash
settlementxii
Number of voting rights
% of voting rights
SUBTOTAL 8.B.2
9. Information in relation to the person subject to the notification obligation (please mark the
applicable box with an “X”)
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary)
X
Namexv
% of voting rights if it equals or is higher than the notifiable threshold
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold
Total of both if it equals or is higher than the notifiable threshold
ESB Pension Fund GDX
0.048%
Pan African Resources PLC
(Incorporated and registered in England and Wales under the Companies Act 1985 with registration number 3937466 on 25 February 2000)
Share code on AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
ADR ticker code: PAFRY
(Pan African or the Company or the Group)
(Key features are reported in United States dollar (US$) or South African rand (ZAR), to the extent relevant.)
summarised audited results for the year ended 30 June 2024 – SHORT FORM ANNOUNCEMENT
KEY FEATURES
Production Group gold production increased by 6.2% to 186,039oz (2023: 175,209oz), in line with guidance Operational enhancements and optimisation initiatives resulted in significant improvements at Barberton Mines’ underground and Elikhulu Tailings Retreatment Plant’s (Elikhulu) surface operations, resulting in annual increases of: Gold production from Fairview and Sheba Mines increased by 13.5% to 65,580oz (2023: 57,778oz) Elikhulu’s gold production increased by 8.4% to 54,812oz (2023: 50,573oz) Safety· Significant improvement in the Group’s industry-leading safety statistics across all operations Costs and cost outlook All-in sustaining costs (AISCAPM) for the current reporting period of US$1,354/oz (2023: restated US$1,309/oz) at an average exchange rate of US$/ZAR: 18.71, marginally above guidance of between US$1,325/oz to US$1,350/oz, with the delay in commissioning Evander Mines’ subvertical hoisting shaft negatively impacting unit costs AISC of US$1,170/oz (2023: restated US$1,132/oz) for our lower-cost operations, which account for more than 84% (2023: 81%) of annual production 2025 AISC guidance of between US$1,350/oz and US$1,400/oz (assuming an exchange rate of US$/ZAR:18.50), with the Mogale Tailings Retreatment project’s (MTR project) low-cost production offsetting inflationary pressures
Near-term growth projectsSurface remining operations
The MTR project’s commissioning is in progress, with steady-state production expected by latest December 2024. This US$135.1 million project is expected to be delivered under budget and ahead of schedule. The Barberton Tailings Retreatment Plant’s (BTRP) life-of-mine has been extended to seven years (previously two years), following a successful internal project to reassess feedstock sources, further enhancing the Group’s high-margin, long-life surface remining operations.
Underground operations Evander Mines’ 8 Shaft 24 and 25 Level underground expansion project is now scheduled to be completed by the end of September 2024, following delays in the equipping of the ventilation shaft for hoisting Equipping the 17 to 24 Level subvertical hoisting shaft will significantly increase efficiencies by reducing reliance on the current cumbersome conveyor belt infrastructure for ore transport 24 Level’s refrigeration plant will be commissioned in phases to facilitate mining at depth 25 Level mining area access development has commenced
Production guidance· 2025 financial year production guidance of 215,000oz to 225,000oz, with the expected increase in production largely attributable to the contribution from the Group’s new MTR project, but potentially impacted by: The delay in the commissioning of Evander Mines’ subvertical shaft, scheduled to be completed during September 2024, could impact guidance by approximately 5,000oz Evander Mines’ underground vamping operations and earlier production from the MTR project may offset the impact of the above-mentioned delay Financial Revenue increased by 16.8% to US$373.8 million (2023: restated US$319.9 million) Profit for the year increased by 30.2% to US$78.8 million (2023: restated US$60.5 million) Headline earningsAPM increased by 32.1% to US$79.5 million (2023: restated US$60.2 million) Earnings per share increased by 32.1% to US 4.14 cents per share (2023: restated US 3.18 cents per share) and headline earnings per shareAPM increased by 32.2% to US 4.15 cents per share (2023: restated US 3.14 cents per share) Net cash generated from operating activities declined by US$9.3million to US$90.8 million (2023: US$100.1 million) Net debtAPM increased to US$106.4 million, mainly as a result of the construction of the MTR project (2023: US$22.0 million) Available cash and undrawn debt facilities at year-end of US$95.0 million (2023: US$84.7 million).
Proposed dividend
Sector-leading final dividend of ZA 22.00000 cents per share (or US 1.20946 cents per share at an exchange rate of US$/ZAR:18.19) proposed for approval at the upcoming annual general meeting (AGM)Environmental, social and governance (ESG) initiatives The Group continues to lead the way on renewable energy initiatives and establishing a roadmap to decarbonisation Construction of Fairview Mine’s solar facility completed at Barberton Mines in June 2024 and hot-commissioned in July 2024 Renewed power purchase agreement with Sturdee Energy, subject to certain suspensive conditions, with ground clearing for construction having commenced Evander Mines’ 3ML/day water recycling plant capacity to be doubled in the next two years Rehabilitation at the MTR project’s Mogale and Soweto sites is in progress.
CHIEF EXECUTIVE OFFICER’S STATEMENT
Cobus Loots, Pan African’s chief executive officer, commented:
“I am extremely pleased to report on Pan African’s achievements and outstanding financial results for the past year. Furthermore, the Group is now poised to deliver on our next phase of value-accretive production growth at the MTR project, a testament to Pan African’s ability to continue to create value for all its stakeholders.
We find ourselves in a very favourable gold price environment, with the metal appreciating by more than 20% in US$ terms in the past year, and generally positive sentiment on its near-term prospects. However, we also recognise that, although fortuitous, the commodity price tailwinds may not last indefinitely. We therefore have to use this opportunity to ensure our business model remains robust, and continue to position our assets for long-term sustainability.
The fact that gold equities continue to underperform the gold price, reflects investor concerns pertaining to capital allocation and sustainable value creation in the sector. Certainly, the recent escalations in AISC globally (now around US$1,400/oz on average) suggest that producer margins and profits are being eroded by cost pressures and by a general underinvestment in capital expenditure and mining development over many years.
Pan African can demonstrate a track record of sector-leading returns and dividends to shareholders, despite occasional challenging operating conditions and the age of our underground operations (Barberton Mines has been producing for almost 140 years). Our enviable record is reflective of the quality of and optionality inherent in our portfolio, and also of management’s unrelenting focus on disciplined capital allocation and cost control.
With the additional production from the MTR project, our Group will be firmly positioned as a mid-tier producer, with production growing by approximately 25% and a commensurate reduction in the Group’s unit costs of production - a feat that larger gold miners may find difficult to emulate, given the scale of their operations.
This year marks the 10th time that I am reporting in my capacity as chief executive officer and, in reflecting on the past and where the Group is now, I believe that Pan African has attractive prospects and is well-positioned to continue “Mining for a Future”.
THE LAST DECADE AND THE WORLD IN WHICH WE NOW OPERATE
Economically and politically, the world has been tumultuous and volatile during this time. Economically, it had to deal with challenging financial cycles and the impact of COVID-19. The pandemic and subsequent escalating geopolitical conflicts, especially in Ukraine and the Middle East, have threatened lives and economies, while the impact of climate change affects the planet and its inhabitants.
The South African economy faced the consequences of power curtailment, state capture and low levels of investor confidence. Social upheaval reached a boiling point during the riots of July 2021, the worst and most disruptive incident of violence that South Africa experienced since the end of Apartheid. The global status quo is one of bi-polarity fragile financial systems, ever-increasing sovereign debt levels, as well as concerns about the next economic downturn.
GOLD REAFFIRMING ITS STATUS AS A SAFE-HAVEN ASSET
Gold has regained its safe-haven status amid ongoing higher-than-expected worldwide inflation and anxiety over geopolitics, elections and monetary policy – all predictable reasons for the value of gold to appreciate. Gold has historically been considered an inflation hedge, however cooling inflation and the expected reduction in worldwide interest rates should also support gold’s investment case.
The perceived ‘weaponisation’ of the US$, following the outbreak of war in Ukraine, appears to have expedited moves by central banks in many countries to accumulate gold reserves in support of their respective economies and currencies. Gold has demonstrated its ability to act as a strong hedge against uncertainty and as a currency to preserve real purchasing power. Gold has a track-record of millennia in this regard, an attribute that sets it apart from speculative cryptocurrency alternatives, such as Bitcoin.
We believe that investing in a gold equity such as Pan African has several advantages to a direct gold holding. The Company provides its shareholders with a cash return in the form of dividends, increased leverage to the gold price, substantial near-term production growth and a number of internal growth opportunities, evidenced by our project pipeline.
A DECADE AS CHIEF EXECUTIVE OFFICER
In the early 2010s, Pan African was a single-asset company, holding only the Barberton Mines underground operations.
Over the past 10 years, the Group has successfully diversified into a long-life, high-margin operator, with multiple assets, improved flexibility and reduced volatility. We have also increased profitable production and investor returns. Shareholders have received returns through both compound capital growth of more than 10% per year over the past few years and an increasing annual dividend. Pan African has regularly featured in the Top 10 of the JSE’s Top 100 performing companies over the past few years. More recently in 2024, it has been the best-performing gold stock on the JSE year to date, with the share price increasing by over 80% since the beginning of the calendar year and 100% year-on-year. The AIM recorded a similar performance, where the share is also trading at all-time high levels.
Value-adding projects completed by the Group’s incumbent management team and board during the last ten years include:
• Securing, funding, construction and operation of transformative surfaces assets
BTRP Evander Tailings Retreatment Plant Elikhulu The MTR project• Evander Mines’ underground restructuring
8 Shaft pillar mining Level 24 to 26 development• Group renewable energy initiatives
Evander Mines’ solar plant Barberton Mines’ solar plant
While South African gold mining is often seen as a sunset industry, we believe that the country still presents attractive opportunities. In 2022, we acquired Mineral Resources from Mogale Gold Proprietary Limited and Mintails SA Soweto Cluster Proprietary Limited (MSC) for US$1.12/oz, and then applied our extensive surface tailings expertise to bring this project to account. We have also accumulated considerable underground mining expertise, which we are applying to exploit at Barberton Mines’ and Evander Mines’ underground assets.
Pan African is proud of our demonstrated record of delivering large projects on time and within budget, in an industry where this is lacking at times.
The gold price is at an all-time high, and this trend is expected to continue in the foreseeable future. Pan African has over 30Moz of SAMREC-compliant gold resources within its mining rights, secured in Barberton and Evander to 2051 and 2038, respectively. The Group’s unique value proposition of surface and underground mining, high-margin long-life production, blend of financial strength, growth potential, gold resource base, dividend track record and unwavering dedication to ESG principles, makes it a compelling choice for investors seeking to achieve sustainable returns while making a meaningful positive impact on all stakeholders.
THIS YEAR’S FINANCIAL RESULTS
Pan African has delivered an outstanding set of operational and financial results for the 2024 financial year. Notably, revenue increased by 16.8%, supported by a 4.9% increase in gold sales to 184,885oz (2023: restated 176,216oz) and an 11.3% increase in the average US$ gold price received during this period. The increased production and revenue demonstrate that steps taken to improve operational efficiencies are yielding positive results.
The Group has made significant progress in advancing its growth projects, with the development of Evander Mines’ 24 to 25 Level project and the commissioning of the MTR project being prioritised.
Total capital expenditure for the year amounted to US$172.4 million (2023: US$113.0 million), which resulted in an increase in net debt to US$106.4 million, relative to net debt of US$22.0 million in the previous financial year.
AISC has increased marginally to US$1,354/oz (2023: restated US$1,309oz), resulting in an AISC margin of 32.8% (2023: 27.7%) earned on the average 2024 financial year gold price of US$2,015/oz (2023: US$1,811/oz).
Cash holdings declined to US$26.3 million (2023: US$34.8 million) due to project-specific capital expenditure, while net cash from operating activities declined to US$90.7 million (2023: US$100.1 million) as a result of the payment of increased income tax and finance costs.
Liquidity remains healthy, with access to immediately available cash and undrawn facilities at financial year-end of US$95.0 million (2023: US$84.7 million).
These outstanding results are largely attributable to Pan African’s culture of strict capital allocation discipline and circumspect investment decisions.
PROPOSED DIVIDEND FOR THE FINANCIAL YEAR ENDED 30 JUNE 2024
The board has proposed a final dividend of ZAR489 million for the 2024 financial year (approximately US$26.8 million), equal to ZA 22.00000 cents per share or approximately US1.20946 cents per share (0.95611 pence per share). A dividend of ZA 18.00000 cents per share or approximately US 1.05820 cents per share (or 0.86915 pence per share) was paid for the 2023 financial year. The dividend is subject to approval by shareholders at the AGM, which is to be convened for Thursday, 21 November 2024.
Assuming shareholders approve the final dividend, the following salient dates would apply:
Annual general meeting
Thursday, 21 November 2024
Currency conversion date
Thursday, 21 November 2024
Currency conversion announcement released by 11:00 (SA time)
Friday, 22 November 2024
Last date to trade on the JSE
Tuesday, 26 November 2024
Last date to trade on the LSE
Wednesday, 27 November 2024
Ex-dividend date on the JSE
Wednesday, 27 November 2024
Ex-dividend date on the LSE
Thursday, 28 November 2024
Record date on the JSE and LSE
Friday, 29 November 2024
Payment date
Tuesday, 10 December 2024
The British Pound (GBP) and US$ proposed final dividend were calculated based on a total of 2,222,862,046 shares in issue and an illustrative exchange rate of US$/ZAR:18.19 and GBP/ZAR: 23.01, respectively.
No transfers between the Johannesburg and London registers, between the commencement of trading on Wednesday, 27 November 2024 and close of business on Friday, 29 November 2024 will be permitted.
No shares may be dematerialised or rematerialised between Wednesday, 27 November 2024 and Friday, 29 November 2024, both days inclusive.
The South African dividends taxation rate is 20% per ordinary share for shareholders who are liable to pay dividends taxation, resulting in a net dividend of ZA 17.60000 cents per share for these shareholders. Foreign investors may qualify for a lower dividend taxation rate, subject to completing a dividend taxation declaration and submitting it to Computershare Investor Services Proprietary Limited or Link Asset Services, who manage the South African and UK registers, respectively. The Company's South African income taxation reference number is 9154588173. The proposed dividend will be paid out of the Company's retained earnings, without drawing on any other capital reserves.
AUDIT OPINION
The Group's external auditor, PricewaterhouseCoopers LLP (PwC), has issued their opinion on the consolidated annual financial statements for the year ended 30 June 2024.
The audit of the consolidated annual financial statements was conducted in accordance with the International Standards on Auditing. PwC has expressed an unmodified opinion on the consolidated annual financial statements. A copy of the audited annual financial statements and the audit report is available for inspection at the issuer's registered office. Any reference to future financial performance included in this summarised audited results announcement has not been reviewed or reported on by the Group's external auditor.
DIRECTORS’ RESPONSIBILITY
The information in this announcement has been extracted from the summarised audited results for the year ended 30 June 2024, but this short-form announcement itself has not been reviewed by the Company’s auditors. The summarised audited results have been prepared under the supervision of the financial director, Deon Louw. This short-form announcement is the responsibility of the directors of Pan African and is only a summary of the information contained in the full announcement and does not contain full or complete details.
Any investment decisions should be based on the full announcement and the Group’s detailed operational and financial summaries.
AVAILABILITY OF ANNUAL FINANCIAL STATEMENTS AND SUMMARISED AUDITED RESULTS
The annual financial statements (together with PwC’s audit opinion thereon) have been released on SENS and is available for viewing via the JSE link at https://senspdf.jse.co.za/documents/2024/jse/isse/pan/FYE2024.pdf
and via the Company’s website at https://www.panafricanresources.com/wp-content/uploads/Pan-African-Resources-integrated-annual-report-2024.pdf.
The summarised audited results for the year ended 30 June 2024 can be viewed via the Company’s website at https://www.panafricanresources.com/wp-content/uploads/Pan-African-Resources-year-end-results-SENS-announcement-2024.pdf
Copies of the full announcement may also be requested by emailing ExecPA@paf.co.za
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 AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
ADR ticker code: PAFRY
(‘Pan African’ or the ‘Company’ or the ‘Group’)
Pan African Resources Funding Company Limited
Incorporated in the Republic of South Africa with limited liability
Registration number: 2012/021237/06
Alpha code: PARI
(Key features are reported in United States dollar (US$) and South African rand (ZAR))
TRADING STATEMENT FOR THE YEAR ENDED 30 JUNE 2024 (CURRENT REPORTING PERIOD)
This announcement contains inside information
In terms of paragraph 3.4(b) of the Listings Requirements of the JSE Limited, a listed company is required to publish a trading statement as soon as it is satisfied that a reasonable degree of certainty exists that the financial results for the current financial year, will differ by at least 20% from those of the year ended 30 June 2023 (previous reporting period).
Pan African’s presentation currency is the US$ and its functional currency is the ZAR. Movements in the US$/ZAR exchange rate affect the Group’s US$ reported results. The average US$/ZAR exchange rate, that prevailed during the current financial year, is used in translating the Group’s ZAR financial performance into US$.
During the current financial year, the average US$/ZAR exchange rate was US$/ZAR:18.71 (2023: US$/ZAR:17.77), and the closing US$/ZAR exchange rate as at 30 June 2024 was US$/ZAR:18.19 (2023: US$/ZAR:18.83).
The year-on-year change in the average and closing exchange rates of 5.3% and 3.4%, respectively, must be considered when comparing period-on-period results. The weighted average number of outstanding shares as at 30 June 2024 was 1,916,503,988 shares (2023: 1,916,503,988 shares).
Pan African advises shareholders that its headline earnings per share (HEPS) for the current financial year are expected to be between US 3.99 cents per share and US 4.31 cents per share, compared to US 3.15 cents per share for the previous reporting period, an increase of between 27% and 37%. Earnings per share (EPS) for the current reporting period are expected to be between US 3.98 cents per share and US 4.30 cents per share respectively, compared to US 3.19 cents per share for the previous reporting period, an increase of between 25% and 35%.
The increases in HEPS and EPS for the current reporting period, relative to the previous reporting period, are mainly as a result of the following primary factors:
Revenue increased by 16.8%, mainly due to the increase in gold sold of 4.9% combined with an increase in the average US$ gold price of 11.3%
The financial information contained in this announcement has neither been reviewed nor audited by the Company’s auditors. The Group’s results for the year ended 30 June 2024 will be released on 11 September 2024.
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 as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement via Regulatory Information Service ('RIS'), this inside information is now considered to be in the public domain.
Rosebank
5 September 2024
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
Cnr. Cradock and Biermann Avenues
Rosebank, Johannesburg
South Africa
Office: + 27 (0)11 243 2900
info@paf.co.za
Registered Office
2nd Floor
107 Cheapside
London
EC2V 6DN
United Kingdom
Office: + 44 (0)20 3869 0706
info@paf.co.za
Chief Executive Officer
Cobus Loots
Office: + 27 (0)11 243 2900
Financial Director
Deon Louw
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
Nominated Adviser and Joint Broker
Ross Allister/Georgia Langoulant
Peel Hunt LLP
Office: +44 (0)20 7418 8900
JSE Sponsor
Ciska Kloppers
Questco Corporate Advisory Proprietary Limited
Office: + 27 (0)11 011 9200
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
Pan African Resources PLC
(Incorporated and registered in England and Wales
under Companies Act 1985 with registered
number 3937466 on 25 February 2000)
Share code on AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
ADR code: PAFRY
(“Pan African” or “the Company” or “the Group”)
Pan African Resources Funding Company LimitedIncorporated in the Republic of South Africa
with limited liability
Registration number: 2012/021237/06
Alpha code: PARI
OPERATIONAL UPDATE FOR THE YEAR ENDED 30 JUNE 2024 AND BOARD CHANGE
Pan African is pleased to provide its shareholders and noteholders with a preliminary operational update for the financial year ended 30 June 2024 (“Reporting Period”), an update on the Mogale Tailings Retreatment project (MTR Project) commissioning and information on progress with its renewable energy projects. Group full year production of 186,039oz was within guidance and increased by 6.2% year-on-year. The average achieved gold price for the Reporting Period was US$2,021/oz (R1,215,827/kg at an exchange rate of US$/ZAR18:71), and will be the highest on record for the Group.
KEY FEATURES
Significant improvement in the Group’s already industry leading safety statistics across all operations, as follows: the total reportable injury frequency rate reduced to 5.47 per million man hours (FY2023: 8.13) the lost time injury frequency rate improved to 1.62 per million man hours (FY2023: 2.54) the reportable injury frequency rate improved to 0.70 per million man hours (FY2023: 1.29) Gold production increased by 6.2% to 186,039oz (FY2023: 175,209oz), in line with the revised guidance previously announced, with operations performing consistent with expectations: (FY2023 figures in brackets) Barberton Mines:71,470oz (64,586oz)
Evander Mines underground:40,869oz (40,175oz)
Elikhulu:54,812oz (50,573oz)
Barberton Tailings Retreatment Plant (BTRP):18,888oz (19,875oz)
The Group’s all-in sustaining costs (AISC) for the Reporting Period is expected to be approximately US$1,350/oz, at an average exchange rate of US$/ZAR: 18.71 A delay in commissioning the ventilation shaft for hoisting at Evander 8 underground operations adversely impacted production in the last two months of the Reporting Period, resulting in the Group not achieving the higher end of production guidance and also negatively impacted unit costs. Work is now scheduled to be completed in the coming weeks, after which the full benefits of the improved ore flow will achieve the planned increased production profile Exceptional progress has been made with the MTR Project’s construction, which is nearing its final stages. Plant commissioning and first gold production is anticipated ahead of schedule in October 2024, with steady state production expected during December 2024. Furthermore, the project is expected to be completed below budget Including the Soweto Cluster Mineral Resources, as per the internal pre-feasibility study outcomes reported in May 2024, MTR is expected to produce approximately 60koz/year over a 21-year life of mine, at a forecast AISC of less than US$900/oz Previously announced FY2025 production guidance reiterated at between 215,000oz and 225,000oz Net debt at the end of the Reporting Period increased to US$106.4 million (FY2023: US$22.0 million), mainly attributable to construction costs at the MTR Project (US$71.5 million for the year), expansion capital expenditure in respect of Evander 8 Shaft 25-26 Level development and Elikhulu’s new tailings storage facility extension (US$23.8 million) and Fairview solar plant expenditure (US$9.9 million) Construction of the Fairview Mine’s 8.75MW solar photovoltaic plant has been completed, with final commissioning in the coming weeks
BOARD CHANGE
The Group’s financial director, Deon Louw, informed the Company of his intention to retire with effect from 30 September 2024. He will however, continue as a consultant to the Group. Deon was appointed in this role in March 2015 and has contributed significantly to Pan African’s operations and growth throughout his tenure. Marileen Kok will succeed Deon Louw as Group financial director and, subject to completion of standard director due diligence, will be appointed to the Company’s board of directors. Marileen joined Pan African Resources as Group Financial Manager in January 2020 and has extensive experience in financial reporting, corporate finance, governance and regulatory compliance.
PROGRESS WITH RENEWABLE ENERGY PROJECTS AND FUNDING
Construction and mechanical assembly, including installation of the solar trackers, for Fairview Mine’s 8.75MW solar photovoltaic generating plant was completed at the end of June 2024, enabling the commencement of the required test work to ensure that the facility complies with operating standards and regulatory requirements. First power generation is anticipated in the next month.
This solar plant is expected to provide 15% of Barberton Mines’ energy requirements, with annual electricity cost savings of approximately USD2.4* million, at current Eskom tariffs.
Independent feasibility studies are in progress to expand Evander Mines’ current 9.975MW solar facility and also for a new solar plant at the Mogale Tailings Retreatment operation. These studies are anticipated to be completed in the third quarter of the 2024 calendar year.
Evander Mines’ and Barberton Mines’ solar photovoltaic generating plants are now funded by means of a US$19.4 million*, 5-year Green Loan facility which became effective in June 2024. This facility also provides for an accordion option of US$13.9 million* to provide for the Group’s future renewable energy funding requirements.
*ZAR amounts converted at an exchange rate of US$/ZAR18:00
Pan African CEO Cobus Loots commented:
“We are pleased that the Group has again delivered into its production guidance, while further improving safety rates and maintaining its industry leading safety performance during the 2024 financial year.
The surface tailings retreatment operations at Elikhulu and the BTRP performed exceptionally well, with some of the lowest all-in sustaining production costs in Southern Africa. The Group is poised to deliver another world class tailings retreatment operation ahead of schedule and below budget in the coming months with the MTR Project.
Barberton Mines has seen a steady improvement in gold production, with planned optimisation initiatives to increase ore tonnages expected to further bolster gold production in the next financial year. Commissioning of the ventilation shaft hoisting system at Evander underground during the start of the 2025 financial year, will substantially improve efficiencies and reduce reliance on the cumbersome conveyor system currently in use, vastly improving this operation’s production profile and facilitate the 25-26 Level project’s development.
We would like to thank Deon for his commitment and the significant contribution he has made to the Group over the years. We wish him all the best in his retirement and look forward to continue working with him on various projects. We would like to extend our congratulations to Marileen Kok who will be taking over from Deon as Group financial director, and trust in her seamless transition into the role.
We look forward to presenting our 2024 year-end financial results in September, and to provide further details on developments at our operations and exciting pipeline of growth projects that will significantly increase the Group’s total annual gold production in FY2025.”
FINANCIAL RESULTS PRESENTATION, OPERATIONAL AND GROWTH PROJECTS UPDATE
A detailed update on the Group’s operations and production growth projects will be included in the Company’s annual final results presentation and 2024 financial year annual reporting suite, scheduled to be released on 11 September 2024.
The information contained in this update is the responsibility of Pan African’s board of directors and has not been reviewed or reported on by the Group’s external auditors.
Certain information communicated in this announcement was, prior to its publication, inside information for the purposes of Article 7 of Regulation 596/2014.
Rosebank
29 July 2024
For further information on Pan African Resources, please visit the Company's website at
www.panafricanresources.com
Corporate information
Corporate Office
The Firs Building
2nd Floor, Office 204
Cnr. Cradock and Biermann Avenues
Rosebank, Johannesburg
South Africa
Office: + 27 (0)11 243 2900
info@paf.co.za
Registered Office
2nd Floor
107 Cheapside
London
EC2V 6DN
United Kingdom
Office: + 44 (0)20 3869 0706
info@paf.co.za
Chief Executive Officer
Cobus Loots
Office: + 27 (0)11 243 2900
Financial Director
Deon Louw
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
Nominated Adviser and Joint Broker
Ross Allister/Georgia Langoulant
Peel Hunt LLP
Office: +44 (0)20 7418 8900
JSE Sponsor
Ciska Kloppers
Questco Corporate Advisory Proprietary Limited
Office: + 27 (0)11 011 9200
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
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 AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
ADR ticker code: PAFRY
(Pan African or the Company or the Group)
Pan African Resources Funding Company Limited
Incorporated in the Republic of South Africa with limited liability
Registration number: 2012/021237/06
Alpha code: PARI
REGISTRATION OF CAPITAL REDUCTION AND EFFECTIVE DATE
The Company is pleased to announce that, further to the announcement on 10 June 2024, confirming the passing of the resolution at the general meeting of the Company to approve the cancellation of the Company’s share premium account (the “Capital Reduction Resolution”), the reduction of capital (“Capital Reduction”) has now become effective.
Following the passing of this resolution, formal approval by the High Court of Justice (the "Court") of the Capital Reduction was granted on 2 July 2024. The Court order confirming the Capital Reduction and statement of capital approved by the Court, was registered with the Registrar of Companies on 18 July 2024, and therefore the Capital Reduction became effective on this date.
Details of the Capital Reduction, the purpose of which was to create distributable reserves and to enable the Company to address certain historic dividends issues, were more particularly set out in the Company's notice of general meeting, published by the Company on 24 May 2024, a copy of which is available on the Company’s website.
Following the Capital Reduction, the Company’s net asset value and number of ordinary shares of 2,222,862,046 in issue (including 306,358,058 shares held in treasury) remains unchanged.
Rosebank
19 July 2024
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
Cnr. Cradock and Biermann Avenues
Rosebank, Johannesburg
South Africa
Office: + 27 (0)11 243 2900
info@paf.co.za
Registered office
2nd Floor
107 Cheapside
London
EC2V 6DN
United Kingdom
Office: + 44 (0)20 3869 0706
info@paf.co.za
Chief executive officer
Cobus Loots
Office: + 27 (0)11 243 2900
Financial director and debt officer
Deon Louw
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
Nominated adviser and 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)11 011 9200
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
Office: +44 (0)20 3207 7800
TR-1: Standard form for notification of major holdings
1. Issuer Details
ISIN
GB0004300496
Issuer Name
PAN AFRICAN RESOURCES PLC
UK or Non-UK Issuer
UK
2. Reason for Notification
An acquisition or disposal of voting rights
3. Details of person subject to the notification obligation
Name
Allan Gray Proprietary Limited
City of registered office (if applicable)
Cape Town
Country of registered office (if applicable)
South Africa
4. Details of the shareholder
Full name of shareholder(s) if different from the person(s) subject to the notification obligation, above
City of registered office (if applicable)
Country of registered office (if applicable)
5. Date on which the threshold was crossed or reached
08-Jul-2024
6. Date on which Issuer notified
11-Jul-2024
7. Total positions of person(s) subject to the notification obligation
.
% of voting rights attached to shares (total of 8.A)
% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)
Total of both in % (8.A + 8.B)
Total number of voting rights held in issuer
Resulting situation on the date on which threshold was crossed or reached
17.939200
0.000000
17.939200
343806393
Position of previous notification (if applicable)
18.991100
0.000000
18.991100
8. Notified details of the resulting situation on the date on which the threshold was crossed or reached
8A. Voting rights attached to shares
Class/Type of shares ISIN code(if possible)
Number of direct voting rights (DTR5.1)
Number of indirect voting rights (DTR5.2.1)
% of direct voting rights (DTR5.1)
% of indirect voting rights (DTR5.2.1)
GB0004300496
343806393
17.939200
Sub Total 8.A
343806393
17.939200%
8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))
Type of financial instrument
Expiration date
Exercise/conversion period
Number of voting rights that may be acquired if the instrument is exercised/converted
% of voting rights
Sub Total 8.B1
8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))
Type of financial instrument
Expiration date
Exercise/conversion period
Physical or cash settlement
Number of voting rights
% of voting rights
Sub Total 8.B2
9. Information in relation to the person subject to the notification obligation
1. Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer.
Ultimate controlling person
Name of controlled undertaking
% of voting rights if it equals or is higher than the notifiable threshold
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold
Total of both if it equals or is higher than the notifiable threshold
10. In case of proxy voting
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional Information
12. Date of Completion
11-Jul-2024
13. Place Of Completion
Cape Town
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 AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
ADR ticker code: PAFRY
(“Pan African Resources” 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
DIRECTOR’S DEALINGS IN SECURITIES
DEALING NOTIFICATION FORM FOR USE BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY AND THEIR CLOSELY ASSOCIATED PERSONS
The Company announces it has received notification that Chief Executive Officer, Cobus Loots, disposed of 300,000 ordinary shares of 1p each in Pan African Resources on 27 June 2024.
The Company also announces that it has received notification that on 28 June 2024, LTS Ventures (Pty) Ltd, an entity associated with Chief Executive Officer Cobus Loots, entered into the following transactions:
Collar transactions for 500,000 ordinary shares of 1p each in Pan African Resources The advance of a loan of ZAR 2,085,932 for a term of 2 years with 500,000 shares pledged as security for the loan and the dividend on these secured shares sacrificed for the loan’s tenure.Following these transactions, Mr Loots has an indirect beneficial interest of 5,896,248 ordinary shares, representing 0.2653 % of the Company's issued share capital and a direct beneficial interest of 1,573,982 ordinary shares, representing 0.0708% of the Company's issued share capital and 314,280 open contracts for differences (CFDs).
The below information and notification are made in accordance with the EU Market Abuse Regulation and the JSE Listings Requirements.
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name:
Cobus Loots
2.
Reason for the notification
a)
Position/status:
Chief Executive Officer
b)
Initial notification/Amendment:
Initial notification
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Company name:
Pan African Resources PLC
b)
LEI:
213800EAXURCXMX6RL85
4.
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)
Description of the financial instrument, type of instrument:
Ordinary shares of 1p each
Identification code: GB0004300496
b)
Nature of the transaction:
Trade 1: Disposal of shares
Trade 2: Collar structure
Trade 3: Security for loan
c)
Price(s) and volume(s):
Trade 1: Disposal of 300,000 shares. VWAP ZA 612.97 cents per share.
Price(s)
(ZA cents per share)
Volume(s)
612.45
200,000
614.00
100,000
Trade 2: Collar structure over 500,000 shares. Put option strike price (bought) ZA494.4 cents per share. Call option strike price (sold) ZA 959.0 cents per share.
Trade 3: Pledged 500,000 shares with a dividend sacrifice as security for a 2 year term loan of ZAR 2,085,932.00.
d)
Aggregated information:
Trade 1: Disposal value of ZAR1,838,902
Trade 2: Collar structure over 500,000 shares
Trade 3: Loan amount ZAR2,085,932.00
e)
Dates of the transactions:
Trade 1: 27 June 2024
Trade 2 and 3: 28 June 2024
f)
Place of the transaction:
Johannesburg Stock Exchange
Additional information disclosed in accordance with the JSE Listings Requirements:
a)
Nature of interest of executive:
Trade 1: Direct beneficial
Trade 2: Indirect beneficial
Trade 3: Indirect beneficial
b)
On-market or off-market:
Trade 1: On-market
Trade 2: Off-market
Trade 3: Off-market
c)
Clearance given in terms of paragraph 3.66 of the JSE Listings Requirements:
Yes
d)
Total value of transactions
Trade 1: ZAR1,838,902.00
Trade 2: No premium
Trade 3: ZAR2,085,932.00
e)
Holding following transactions:
Indirect beneficial 5,896,248 ordinary shares
Direct beneficial 1,573,982 ordinary shares
314,280 open CFDs
Johannesburg
2 July 2024
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
Cnr. Cradock and Biermann Avenues
Rosebank, Johannesburg
South Africa
Office: + 27 (0)11 243 2900
info@paf.co.za
Registered office
2nd Floor
107 Cheapside
London
EC2V 6DN
United Kingdom
Office: + 44 (0)20 7796 8644
info@paf.co.za
Chief executive officer
Cobus Loots
Office: + 27 (0)11 243 2900
Financial director
Deon Louw
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 7796 8644
Nominated adviser and joint broker
Ross Allister/Georgia Langoulant
Peel Hunt LLP
Office: +44 (0)20 7418 8900
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 AIM: PAF
Share code on JSE: PAN
ISIN: GB0004300496
ADR ticker code: PAFRY
(“Pan African Resources” 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
DIRECTOR’S DEALINGS IN SECURITIES
DEALING NOTIFICATION FORM FOR USE BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY AND THEIR CLOSELY ASSOCIATED PERSONS
The Company announces that it has received notification that on 28 June 2024, the Finance Director Deon Louw, entered into the following transactions:
The transfer of 2 000 000 ordinary shares from Figit (Pty) Ltd, an entity associated with Deon Louw, into his own name Collar transaction for 2,000,000 ordinary shares of 1p each in Pan African Resources The advance of a loan of ZAR 11,122,505.00 for a term of 1 year with 2,000,000 shares pledged as security for the loan and the dividend on these secured shares sacrificed for the loan’s tenure.Following these transactions, which is detailed in the PDMR Notification Dealing Form below, Mr Louw has an indirect beneficial interest of 245,209 ordinary shares, representing 0.0110% of the Company's issued share capital and a direct beneficial interest of 4,728,254 ordinary shares, representing 0.2127% of the Company's issued share capital.
Whereas the announcement on dealings by the Financial Director Deon Louw, dated 10 May 2024, made reference to the transfer of 2,000,000 shares from Figit (Pty) Ltd into his own name, the actual amount of shares transferred was only 877,140 shares, as he already held 1,122,860 shares in his own name at that time.
The below information and notification are made in accordance with the EU Market Abuse Regulation and the JSE Listings Requirements.
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name:
Deon Louw
2.Reason for the notification
a)
Position/status:
Finance Director
b)
Initial notification/Amendment:
Initial notification
3.Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Company name:
Pan African Resources PLC
b)
LEI:
213800EAXURCXMX6RL85
4.Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)
Description of the financial instrument, type of instrument:
Ordinary shares of 1p each
Identification code: GB0004300496
b)
Nature of the transaction:
Trade 1: Transfer
Trade 2: Collar structure
Trade 3: Security for loan
c)
Price(s) and volume(s):
Trade 1: Transfer 2,000,000 ordinary shares for nil consideration
Trade 2: Collar structure over 2,000,000 shares. Put option strike price (bought) ZA607 cents per share and call option strike price (sold) ZA 698 cents per share for 2,000,000 shares.
Trade 3: Pledged 2,000,000 shares with a dividend sacrifice as security for a 1 year term loan of ZAR 11,122,505.00
d)
Aggregated information:
Trade 1: Transfer 2,000,000 ordinary shares for nil consideration
Trade 2: Collar structure over 2,000,000 shares
Trade 3: Loan amount ZAR11,122,505
e)
Dates of the transaction:
28 June 2024
f)
Place of the transaction:
Johannesburg Stock Exchange
Additional information disclosed in accordance with the JSE Listings Requirements:
a)
Nature of interest of executive:
Trade 1: Direct beneficial
Trade 2: Direct beneficial
Trade 3: Direct beneficial
b)
On-market or off-market:
Trade 1: Off-market
Trade 2: Off-market
Trade 3: Off-market
c)
Clearance given in terms of paragraph 3.66 of the JSE Listings Requirements:
Yes
d)
Total value of transaction
Trade 1: Nil consideration
Trade 2: No premium
Trade 3: ZAR11,122,505.00
e)
Holding following transactions:
Indirect beneficial 245,209 ordinary shares,
Direct beneficial 4,728,254 ordinary shares
Johannesburg
2 July 2024
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
Cnr. Cradock and Biermann Avenues
Rosebank, Johannesburg
South Africa
Office: + 27 (0)11 243 2900
info@paf.co.za
Registered office
2nd Floor
107 Cheapside
London
EC2V 6DN
United Kingdom
Office: + 44 (0)20 7796 8644
info@paf.co.za
Chief executive officer
Cobus Loots
Office: + 27 (0)11 243 2900
Financial director
Deon Louw
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 7796 8644
Nominated adviser and 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)11 011 9200
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
Office: +44 (0)20 3207 7800