Panthera Res. Regulatory News (PAT)

15 November 2021

Panthera Resources Plc

("Panthera" or "the Company")

MMI Settlement

Panthera Resources plc (AIM: PAT), the gold exploration and development company with assets in India and West Africa, advises that it has settled on the agreements with Metal Mining India Private Limited ("MMI") and the MMI shareholders as announced on 29 October 2021. MMI is the Company's joint venture ("JV") partner in India, in respect of the Bhukia Project.

Highlights

• Ownership interest in the Bhukia and Taregaon projects in India via IGL has increased to 100% (giving Panthera a 95% interest) if prospecting licences (PLs) are granted in the future.

• IGL has acquired all of MMI's shares and has secured cooperation from the former shareholders in relation to a potential claim under the Australia-India Bilateral Investment Treaty ("ABIT") together with their rights to bring a claim under the ABIT.

Under the terms of the agreements with MMI and the MMI shareholders, the Company has issued 3,044,049 Panthera shares and paid 0.92 million (£0.5 million) in cash as part of the consideration to MMI shareholders. The remaining consideration of A$0.22million (£0.12 million) is to be paid on 29 April 2022.

Background

On 29 October 2021, the Company announced that it had entered into agreements to acquire all of MMI's shares and to secure cooperation from the MMI shareholders concerning a potential claim under the ABIT together with their rights to bring a claim under the ABIT.

The Bhukia Project consists of a PL application that lies within the area of MMI's formerly granted permits in southern Rajasthan. A total of 21 holes were drilled by IGL and a JORC compliant resource of 1.74 million ounces at 1.4 g/t gold (2008) was reported.

The Company made its initial investment in Bhukia, through its 95% owned Australian subsidiary, IGL in 2005. The Company's rights to be granted a Prospecting Licence ("PL") over Bhukia through MMI, its JV partner, have been consistently frustrated over an extended period by the Government of Rajasthan. More recently, the PL Application over Bhukia was again rejected by the GoR in August 2018 on various spurious grounds. The Company subsequently obtained an interim Stay Order from the Rajasthan High Court which continues to remain in place with the matter subject to ongoing proceedings in the High Court of Rajasthan.

In response to the ongoing delays in the grant of the prospecting licence over Bhukia, on 18 February 2021, the Company announced the appointment of Fasken to advise on a potential dispute with the Republic of India under the ABIT in relation to Bhukia, which includes past, present and any future acts and/or omissions by India and its state entities and actors. The Company is currently in discussions with several potential litigation funders to support a claim against the Republic of India under the ABIT.

Application for Admission

The application will be made to the London Stock Exchange for 3,044,049 new ordinary Panthera shares, to be admitted to trading on the AIM market with admission expected to occur on or around 22 November 2021 ("Admission"). The issued new ordinary Panthera shares will rank pari passu in all respects with the existing ordinary Panthera shares. Following the Admission of the new Shares, the issued ordinary share capital of Panthera will consist of 100,952,258 Shares.

For the purposes of the Financial Conduct Authority's Disclosure and Transparency Rules ("DTRs"), the issued ordinary share capital of Panthera following the allotment of the Shares consists of 100,952,258 ordinary shares of 1 pence each, with voting rights attached (one vote per share). There are no shares held in treasury. This total voting rights figure may be used by shareholders as the denominator for the calculation by which they will determine whether they are required to notify their interest in, or a change to their interest in, Panthera under the DTRs. Admission of the Shares is expected to become effective and dealings to commence at 8.00 am on 22 November 2021.

Contacts

Panthera Resources PLC

Mark Bolton (Managing Director) +61 411 220 942

contact@pantheraresources.com

Allenby Capital Limited (Nominated Adviser & Broker) +44 (0) 20 3328 5656

John Depasquale / Vivek Bhardwaj (Corporate Finance)

Financial Public Relations

Vigo Consulting Ltd +44 (0)20 7390 0230

Oliver Clark / Chris McMahon

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UK Market Abuse Regulation (UK MAR) Disclosure

The information contained within this announcement is deemed by the Company to constitute inside information for the purposes of Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310. Upon the publication of this announcement via a Regulatory Information Service ("RIS"), this inside information is now considered to be in the public domain.

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.

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