Marula Mining PLC - Acquisition of Interest in Manganese Project

Marula Mining PLC

("Marula'' or the "Company")

24 November 2025         

Acquisition of Majority Interest in Manganese Mining Project in South Africa

Issue of Equity

Marula Mining PLC (AQSE: MARU A2X: MAR) an African focused mining and development company, is pleased to announce that, through its wholly owned South African subsidiary, Muchai Mining South Africa Proprietary Limited ("MMSA"), it has signed a binding term sheet (the "Agreement") with South African company Infirnity Resource Group (Pty) Limited ("IRG"), to acquire an initial 50% interest (the "Initial Interest") and an option to increase this interest up to 70%, in the Tonto Tshipi Manganese Mine ("Tonto Tshipi" or the "Mine"), located 260 kilometres ("km") north-west of Johannesburg in North West Province, South Africa. Alpheus Nethononda is a member of Marula's Advisory Board and is a director of IRG.

Tonto Tshipi is located on a Mining Right granted for 10 years to Leswene Mining and Exploration (Pty) Ltd ("LME") in October 2021. IRG is the majority 70% shareholder in LME. The Mining Right is located in an area of existing and previous manganese mining and mineral processing activities.

The Mining Right extends over an area of 30,723 hectares and includes multiple areas where historical exploration and resource drilling programmes since 1976 have identified total manganese resources of 38.9 million tonnes ("Mt") at an average grade of 37% Manganese Oxide ("MnO") down to 100m depths.

These mineral resources have been defined across multiple outcropping and shallow deposits and from strike extensions from neighbouring mining areas and these resources include those defined on the Kanfontein 5KO, Alewynskop 3KO, Buitenkuil 11KO, Sengoma 12KO, Van Tonderhoek 10KO, Lekkerlach 8KP, Hartebeestfontein 102KP, Sebanani 103KP, Middlerand 122KP, Heimweihberg 121KP, Lekkerdorst 104 and Schoonlaagte 4 KO areas of the Mining Right.

Conventional open pit mining is set to commence by mid-December 2025 using local mining contractors and with processing of the mined ore via simple washing, crushing and screening using the established manganese processing plant on the adjoining Swartkopfontein 7KO licence and Sechelis Oude Stad 6 areas. Production of 1,000 tonnes ("t") of run-of-mine manganese ore is anticipated to be completed by 20 December 2025. Monthly saleable product is targeted to rise to 30,000t subject to contractor mobilisation, and operational performance over the first three months of operation in 2026. 

A standard 'lumpy ore product' with an average grade of 42% Mn is expected to be produced given the low-risk market and low capital and operational costs for Marula. Independent mineralogical and metallurgical test work in South Africa commissioned by LME and IRG has shown that the manganese ores at Tonto Tshipi can be upgraded to a medium-to-high grade manganese product and is suitable for sale to the international export markets through South Africa's major manganese export port terminal in Port Elizabeth.

Under the terms of the Agreement with IRG, MMSA will acquire an initial 50% interest in Tonto Tshipi through (i) the issue by Marula of 5,000,000 of new ordinary shares at a price of 5 pence per share to IRG, due now following execution of the binding term sheet ("Acquisition Shares"), and (ii) the provision within five business days of £250,000 cash payment to fund the initial working capital for conventional open pit mining and manganese ore processing operations to commence in December 2025 in order to achieve the planned monthly production rates of 30,000t in Q1 2026.

On the earlier completion of Marula and MMSA's due diligence or by 31 December 2025, Marula is required to make a further payment to IRG of £250,000 in cash or, at Marula's election, through the issue of new ordinary shares to the value of £250,000 at a price of 5 pence per share. Marula and MMSA has agreed to fund 100% of exploration and development costs over the next 12 months with a minimum budgeted expenditure of £1,000,000 to complete a feasibility study targeting the establishment of a large-scale open pit manganese mining and processing operation to produce a minimum 1Mt per annum of saleable manganese product over a minimum mine life of ten years.

Upon completion of this bankable feasibility study, or when Marula and MMSA are satisfied with the economic and technical viability of Tonto Tshipi to achieve these targets, Marula is required to make a further payment to IRG of £5,000,000 in cash or at Marula's election through the issue of new ordinary shares to the value of £5,000,000 at a volume weighted average price. Upon payment of this MMSA and Marula has the ability to exercise its right to increase its interest to 70% with a further cash option fee payment of £100,000, which Marula can elect to pay through the issue of ordinary shares at a volume weighted average price. The purchase price of this additional 20% interest will be agreed between the Marula and IRG based on the then market related prices and valuation.

Marula is proposing to use its existing available cash and debt funding facilities to meet these payments due to IRG as well as net proceeds from its planned operations including Tonto Tshipi which the Directors believe, based on current benchmark prices for manganese ores, may have the potential to generate positive operating cashflows once forecast production rates have been achieved.

Completion of the acquisition of Tonto Tshipi is subject to standard conditions precedent, including receipt of any regulatory approvals in South Africa and completion of satisfactory due diligence by Marula by 31 December 2025.

The mineral resource figures referenced in this announcement are derived from historical exploration work and internal technical reviews only and are not reported in accordance with Reporting of Exploration Results, Mineral Resources and Ore Reserves ("the JORC Code"), South African Code for the Reporting of Exploration Results, Mineral Resources, and Mineral Reserves ("SAMREC) or any other recognised reporting standards or code. Investors should not rely on these figures as code-compliant mineral resources or reserves.

Jason Brewer, CEO of Marula Mining Plc, said:

"The acquisition of a majority interest in the Tonto Tshipi Manganese Mine marks a significant milestone for Marula, as our manganese operations now expand into South Africa.

"The country offers a favourable regulatory environment, clear legal frameworks, and a long-standing mining tradition, all of which provide certainty for project development and investment.

"Combined with the project's high-grade resources, excellent infrastructure, and low-cost mining potential, South Africa represents a strategic location for Marula to accelerate production and deliver long-term value to our shareholders.

"We are excited to advance the project into sustainable production with the expertise of our team."

Admission

Application has been made for the Acquisition Shares to be admitted to trading on the Aquis Stock Exchange AQSE Growth Market and A2X Markets on or around 28 November 2025 ("Admission") and will rank pari passu with the ordinary shares of the Company in issue. The Company's ordinary shares remain suspended from trading.

Total Voting Rights

Following Admission, the Company's issued share capital will comprise 339,853,204 ordinary shares of 0.01 pence each, with each share carrying the right to one vote, therefore the total number of voting rights in the Company will be 339,853,204. This figure may be used by shareholders as the denominator for calculations by which they will determine if they are required to notify their interest in the Company, or a change to their interest in the Company, under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

The Directors of Marula are responsible for the contents of this announcement. This announcement contains inside information for the purposes of UK Market Abuse Regulation.

About Marula Mining

Marula Mining (AQSE: MARU A2X: MAR) is an African focused battery metals investment and exploration company and has interests in several high value mining operations and mine development projects in Africa: the Blesberg Lithium and Tantalum Mine and Northern Cape Lithium and Tungsten Project, all in South Africa; the Boteti Lithium Brines Project in Botswana; the Larisoro Manganese Mine and Kilifi Manganese Processing Operation both in Kenya; the Kinusi Copper Mine, the Nyorinyori Graphite Project and the NyoriGreen Graphite Project all in Tanzania. As we advance operations at these battery metals focused projects, Marula will continue to build and expand its interests in other high-quality projects in Africa.

Marula's strategy is to identify and invest in advanced and high-value mining projects throughout East, Central and Southern Africa that the Directors believe would deliver returns for its shareholders. The Board and management team aims to establish Marula as a socially and environmentally responsible, sustainable, and profitable producer of critical metals and commodities that are of increasingly strategic importance to modern technologies and the global economy. Marula's shares are traded on AQUIS Stock Exchange (AQSE) in London and A2X Markets in South Africa. Marula is exploring opportunities to admit its shares to trading on Kenya's Nairobi Securities Exchange and South Africa's Johannesburg Stock Exchange.

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Caution:

Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ''believe'', ''could'', "should" ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect", ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.