AFRICAN RAINBOW MINERALS LIMITED - African Rainbow Minerals Limited to Acquire Shares of Surge Copper Corp

African Rainbow Minerals Limited to Acquire Shares of Surge Copper Corp

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")


AFRICAN RAINBOW MINERALS LIMITED TO ACQUIRE SHARES OF SURGE COPPER CORP.

ARM announces that it has signed a subscription agreement agreeing to purchase 25,781,715
common shares ("Common Shares") of Surge Copper Corp. (TSXV: SURG) (OTCQB: SRGXF)
(Frankfurt: G6D2) ("Surge") at a price of C$0.175 per Common Share for total consideration of
approximately C$4,511,800.13 (the "Subscription Agreement") pursuant to a non-brokered
private placement (the "Private Placement").

On July 18, 2024, pursuant to an investor rights agreement between ARM and Surge dated May
31, 2024, ARM exercised in full its rights in connection with a non-brokered private placement
completed by Surge on June 21, 2024, and purchased a total of 1,582,353 Common Shares at a
price of C$0.15 per common share for a total purchase price of approximately C$237,352.95 (the
"Top-up Offering"). Prior to entering into the Subscription Agreement, ARM held 42,955,767
Common Shares, representing approximately 13.44% of the issued and outstanding Common
Shares on a non-diluted basis (taking into account the number of Common Shares issued in
connection with the private placement completed by Surge on July 29, 2025).

Upon completion of the Private Placement, ARM will own 68,737,482 Common Shares,
representing approximately 19.9% of the issued and outstanding Common Shares on a non-diluted
basis (taking into account the number of Common Shares issued in connection with the private
placement completed by Surge on July 29, 2025).

Pursuant to the Top-up Offering and upon completion of the Private Placement, ARM will have
paid Surge a cumulative total of C$4,749,153.08 for the purchase of Common Shares under the
Top-up Offering and the Private Placement.

ARM will acquire the Common Shares for investment purposes. ARM may from time to time
acquire additional Common Shares or other securities of Surge or dispose of some or all of the
Common Shares or other securities of Surge that it owns at such time.

Categorisation of the Private Placement

The Private Placement does not constitute a categorised transaction in terms of the Listings
Requirements of the JSE Limited and accordingly this information is disclosed on a voluntary
basis.

ENDS                                       

For all queries, please contact:
Thabang Thlaku
Executive: Investor Relations and New Business Development
Office: +27 11 779 1300
Email: thabang.thlaku@arm.co.za


Sandton

15 August 2025

JSE Equity Sponsor: Investec Bank Limited

Date: 15-08-2025 05:50:00
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