Republic Investment Financing Restructured

8 August 2019

Panthera Resources Plc

("Panthera" or "the Company")

Republic Investment Management (RIM) Financing Restructured

Panthera Resources plc (AIM: PAT), the gold exploration and development company with assets in India and West Africa, is pleased to announce it has negotiated a restructuring of the previous agreed financing package with RIM, which will result in an immediate capital injection of £500,000 at 10 pence per share. The Company has agreed to issue 5,000,000 New Ordinary Shares to RIM and its co-investors.

Highlights

·; The previously agreed RIM financing will be restructured to split the Tranche 3 capital injection into two separate investment tranches.

·; Tranche 3A will be invested immediately for gross proceeds of £500,000 at 10 pence per share. The payment timing for Tranche 3B will be made (as previously agreed) upon receipt of approvals to recommence exploration at the Bhukia JV project in India. Tranche 3B is now to be priced at a 15% discount to the 20 day VWAP at that time.

·; This financing is a prudent move to sure up the company's balance sheet in response to delays to the permitting of the Company's Bhukia JV in India. 

Geoff Stanley, Managing Director said "Panthera Resources has worked diligently to negotiate multiple financing options that are integrated with its project development requirements, particularly as they relate to India. This successful financing is an excellent example of the success that can be achieved with supportive shareholders who share the Company's vision for value creation."

Funding Context

The RIM Tranche 3 financing was originally intended to provide initial funding for the recommencement of exploration drilling at the Bhukia JV upon grant of the prospecting licence (PL) and necessary environmental and forestry permits. The original Tranche 3 size was A$2.7m (£1.5m). As the PL grant has been further delayed, but protected by a Court Order, Panthera's capital budgeting has been negatively affected, necessitating this capital raise.

Additionally, subsequent to the original RIM financing, Panthera finalised a transaction with Galactic Gold Mining Pvt Ltd (Galaxy) in December 2018, which is also designed to provide funding for the recommencement of exploration at Bhukia. Galaxy has currently invested US$500,000 and the agreement requires Galaxy to invest a further US$750,000 to purchase another 5% stake in Panthera's Indian operating company, Indo Gold Pty Ltd.

Accordingly, despite the acceleration of part of the RIM Tranche 3 financing, Panthera remains well situated with respect to future funding to rapidly recommence exploration at Bhukia upon grant of the required PL. The combination of the future Galaxy investment and the RIM Tranche 3B financing will provide approximately A$2.6m (US$1.8m, GBP £1.3m) at the appropriate time to begin drilling out Bhukia's 6.7Moz exploration target as defined by the Geological Survey of India.

The 5,000,000 New Ordinary Shares are expected to be admitted to trading on AIM on or around 21 August 2019. Following the issue of the New Ordinary Shares, the number of Ordinary Shares in issue in the Company will increase to 72,605,556.

For the purposes of the Financial Conduct Authority's Disclosure and Transparency Rules ("DTRs"), the issued Ordinary Share capital of Panthera following this allotment consists of 72,605,556 Ordinary Shares 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.

Enquiries

Panthera Resources PLC

Geoff Stanley (CEO) +1 (917) 941 7704

Nominated Advisor and Broker

RFC Ambrian +44 (0) 20 3440 6800

Rob Adamson

Bhavesh Patel

Charlie Cryer

Market Abuse Regulation (MAR) Disclosure

The information communicated in this announcement includes inside information for the purposes of Article 7 of Regulation 596/2014.