AFRICAN RAINBOW MINERALS LIMITED - Closure of CRW, Disposal of Assets of Assmang and Disposal of Assmangs Interest In Sakura

Closure of CRW, Disposal of Assets of Assmang and Disposal of Assmang’s Interest In Sakura

African Rainbow Minerals Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1933/004580/06)
JSE Share code: ARI
ISIN: ZAE000054045
("ARM" or "the Company")

CLOSURE OF CATO RIDGE WORKS OPERATION ("CRW"), DISPOSAL OF ASSETS OF ASSMANG
PROPRIETARY LIMITED ("ASSMANG") INCLUDING LAND, PROPERTIES AND HOUSES IN CATO RIDGE
DEVELOPMENT COMPANY LIMITED ("CRDC"), FERALLOYS LIMITED ("FERALLOYS") AND CRW, AND
DISPOSAL OF ASSMANG'S INTEREST IN SAKURA FERROALLOYS SDB BHD ("SAKURA")

Introduction

Shareholders are advised that on or about 27 June 2025, Assmang, CRDC, Feralloys,
Assore South Africa Proprietary Limited ("Assore"), Assore S.A. PropCo Proprietary
Limited ("Assore SA PropCo"), ARM and Sakura entered into a number of binding legal
agreements, relating to certain business interests of Assmang. Each of Assore and
ARM holds 50% of the issued shares of Assmang. Decisively addressing these business
interests of Assmang has been an important strategic imperative for ARM.

Closure of CRW

Following the completion of a structured and comprehensive consultation process in
accordance with Section 189 of the Labour Relations Act, Assmang has resolved to
permanently close the business and operations of CRW. All affected employees will be
retrenched effective 31 August 2025. This decision has been reached after a
comprehensive review of CRW's operational and financial position. Despite sustained
efforts to explore alternatives to closure, the operation has continued to experience
significant and unsustainable financial losses. The CRW complex will be remediated
and, together with the vacant land, redeveloped into a commercial and logistics hub
that should in future create significant economic activity and employment in the
area.

Disposal of Assets of Assmang

The board of directors of Assmang ("Assmang Board") approved the sale by Assmang to
Assore SA PropCo, a wholly-owned subsidiary of Assore, of certain land parcels,
properties and houses on the terms and subject to the conditions contained in a
sale agreement signed on 27 June 2025 between Assmang, Assore SA Propco, Assore,
CRDC, Feralloys and ARM (the "Cato Ridge Transaction").

The Cato Ridge Transaction will be implemented in two phases:

-   Phase 1: comprising of the purchase by Assore SA PropCo from Assmang of certain
    land and houses situated on or close to CRW, which will be developed by Assore
    SA PropCo, together with a sale (the "Community Disposal Transaction") by Assore
    SA PropCo of a portion of those properties to and for the benefit of certain
    host communities for no consideration ("Phase 1 of the Proposed Transaction");
    and

-   Phase 2: comprising of the sale and purchase by Assore SA PropCo from Assmang of
    the remaining land on which CRW is located ("Phase 2 of the Proposed
    Transaction").

The aggregate purchase price payable by Assore SA PropCo to Assmang is
R453 226 500. Assmang is responsible for the implementation of the clean-up and
remediation, including all related costs and expenses associated therewith, subject
to limitations agreed between Assmang and Assore SA Propco. Assore SA PropCo will
also accept certain responsibilities in relation to the clean-up and remediation of
certain portions of the land being sold.

The Cato Ridge Transaction (including the Community Disposal Transaction) is
subject to certain conditions typical for a transaction of this nature. These
include, amongst others, purchase price payment obligations on Assore SA Propco,
Assmang completing the construction and installation of a reverse osmosis water
treatment plant and brine dam, and Assmang complying with applicable environmental
law.

Disposal of Assmang's interest in Sakura

In addition to the transaction referred to above, Assmang, Assore SA, Sakura and
ARM have entered into a sale agreement which provides (amongst other things) for
the sale by Assmang to Assore of all of the shares in Sakura that are held by
Assmang (being 54.36% of the issued shares of Sakura), subject to certain
conditions precedent being fulfilled (such transaction referred to as the "Sakura
Disposal"). Following closing of this transaction, Assmang is expected to
distribute R900 million in cash to ARM. The risk and benefit of the Sakura Disposal
shall pass to Assore SA with effect from the Effective Date of 1 July 2024 even
though legal ownership will pass on the closing date. Assore will also procure the
release of Assmang from any obligations arising out of any suretyship, guarantee,
indemnity, security or similar agreement that Assmang has entered into for the
benefit of Sakura.

Categorisation

None of the transactions above constitute categorised transactions for ARM in terms
of the Listings Requirements of the JSE Limited and accordingly this information is
disclosed on a voluntary basis.

For more information please contact:

Ms Thabang Thlaku
Executive: Investor Relations and New Business Development
Tel: +27 11 779 1300
Email: thabang.thlaku@arm.co.za

Sandton

30 June 2025

Sponsor: Investec Bank Limited

Date: 30-06-2025 05:45:00
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