THUNGELA RESOURCES LIMITED - Voluntary announcement: Fulfilment of all the conditions precedent relating to the Ensham Business transaction

Voluntary announcement: Fulfilment of all the conditions precedent relating to the Ensham Business transaction

THUNGELA RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2021/303811/06)
JSE Share code: TGA
LSE Share code: TGA
ISIN: ZAE000296554
('Thungela' or the 'Company' and, together with its affiliates, the 'Group')

VOLUNTARY ANNOUNCEMENT: FULFILMENT OF ALL THE CONDITIONS
PRECEDENT RELATING TO THE ACQUISITION OF THE REMAINING 15%
INTEREST IN THE ENSHAM BUSINESS

Shareholders are referred to the announcement published on the Stock Exchange News
Service of the JSE Limited and the Regulatory News Service of the London Stock
Exchange on Monday, 23 December 2024 which set out details of, subject to the receipt
of regulatory approvals and to the fulfilment or waiver (where capable of waiver) of the
conditions precedent, a share sale and purchase agreement with Bowen Investment
(Australia) Proprietary Limited ("Bowen") in terms of which, inter alia, Thungela, through
its wholly-owned subsidiary Thungela Resources Australia Proprietary Limited ("Thungela
Australia"), will acquire Bowen's 15% interest in the Ensham Joint Venture, Ensham Coal
Sales Proprietary Limited, the Nogoa Pastoral Joint Venture and Nogoa Pastoral
Proprietary Limited (collectively, the "Ensham Business") for a total purchase
consideration of AUD48 million ("the Transaction").

Thungela is pleased to advise that all the conditions precedent to the Transaction have
been fulfilled, including Thungela Australia obtaining approvals from the Foreign
Investment Review Board and the relevant Minister under the Mineral and Energy
Resources Act. The effective date of the Transaction is 28 February 2025.

The Transaction is not a categorisable transaction for purposes of Section 9 of the JSE
Limited Listings Requirements and, as such, this announcement is published voluntarily,
for information purposes.

Johannesburg
28 February 2025

Disclaimer

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation (EU) No.
596/2014 as amended by the Market Abuse (Amendment) (EU Exit) Regulations 2019.
Upon the publication of this announcement via the regulatory information service, this
inside information is now considered to be in the public domain.

Investor Relations
Hugo Nunes
Email: hugo.nunes@thungela.com

Shreshini Singh
Email: shreshini.singh@thungela.com

Media
Hulisani Rasivhaga
Email: hulisani.rasivhaga@thungela.com

South African Attorneys
Webber Wentzel

Australian Legal Advisers
Allens

UK Financial Adviser and Corporate Broker
Panmure Liberum Limited

Sponsor
Rand Merchant Bank
(A division of FirstRand Bank Limited)

Date: 28-02-2025 10:00:00
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