Marula Mining PLC
("Marula'' or the "Company")
10 September 2025
Acquisition of Takela Mining Tanzania Limited
Marula Mining PLC ( AQSE: MARU A2X: MAR ) an African focused mining and development company, is pleased to announce that, through its wholly owned Tanzanian subsidiary, Marula Mining Tanzania Limited ("MMTL"), it has signed an amendment agreement (the "Agreement") which sets out the terms under which it has agreed to acquire 100% of the share capital of Tanzanian mining and exploration company, Takela Mining Tanzania Limited ("Takela"), the owner and operator of the Kinusi Copper Mine ("Kinusi Mine") located in the Dodoma Region of the Republic of Tanzania.
The Company currently holds a 75% commercial interest in the Kinusi Mine, and following completion of the Agreement, the Company will hold 100% of the issued share capital of Takela and a 100% interest in the Kinusi Mine, of which it will assume full operating and management control.
Under the terms of the Agreement, MMTL will enter into a share sale and purchase agreement with the existing Takela shareholders, to acquire a direct 100% legal and beneficial interest in Takela. The Agreement requires that the 10 existing Primary Mining Licences at the Kinusi Mine are consolidated into a single Mining Licence. Upon this being achieved, under Tanzania's Mining State Participation Regulations 2022, the Tanzanian government is entitled to a 16% free carried interest in mining projects in respect of which mining licenses and special mining licenses have been granted.
In consideration for acquiring 100% of the share capital of Takela, the Company has agreed to pay consideration of £2,500,000, to be satisfied by: (i) £500,000 on signing of a share sale and purchase agreement; (ii) £750,000 upon the conversion of the Primary Licences to a Mining License; and (iii) £1,250,000 upon commercial sales from the Kinusi Mine exceeding 10,000 tonnes of product. Takela has the right to take the consideration in cash or in new fully paid ordinary shares in the Company, at its election and at a price of 10 pence per share. In addition, the Takela shareholders are to be granted a 1.5% net smelter royalty on the gross sales of all product from the Kinusi Mine.
The Company's ability to meet its obligations under the Agreement is dependent upon the receipt of sufficient future revenues from its copper and manganese mining operations and/or the availability of further debt or equity funding. The Company provided an update on corporate funding in an announcement on 8 September 2025.
As part of the transaction, Mr Stewart Mremi, Executive Director of Takela, will be appointed as MMTL's General Manager of the Kinusi Mine and will report directly to Christopher Attwood, the Company's General Manager of Operations for East Africa.
The decision to acquire 100% of Takela and assume full operating and management control of the Kinusi Mine follows the positive recommendations made following the recent site visits undertaken by the Company and Takela's executive management and technical team. During these visits, the Company's General Manager of Operations for East Africa, Executive Chairman and Head of Exploration were able to further sample the surface and near surface copper mineralisation, plan the next phase of exploration and resource drilling, observe the open pit mining activities, and inspect the crushing and bagging facilities utilised by Takela and bagged final copper product for sale.
In addition, a number of recommendations were made by the Company's General Manager of Operations for East Africa, which will be implemented following the initial sales of copper ore and concentrate sales from the Kinusi Mine by Takela.
These recommendations include the purchase and installation of brand-new crushing and screening equipment, an expansion to the current site facilities, construction and installation of offices, storage and warehousing facilities, additional mobile mining equipment and the arrival of additional haulage trucks which have been secured and are due to arrive on site shortly.
Further to the announcement on 26 June 2025, the two copper trial shipments for approx. 1,000 tonnes were completed earlier in the quarter, which were considered sufficient by Takela to demonstrate the ore grade and metallurgical characteristics of the copper mineralisation and, on this basis, the Company and Takela are now finalising a long-term copper offtake with one global commodity trading group. This offtake agreement will extend over 100% of the planned copper concentrates and copper cathode production from the Kinusi Mine and sales are to commence in due course. Funds received by Takela from these initial sales have been applied to meet ongoing working capital and operating costs of activities at the Kinusi Mine.
Chris Attwood, General Manager of Operations for East Africa for Marula Mining, said:
"My recent site visit, accompanied by our Chairman Richard Lloyd, and Head of Exploration Collins Asseto, was my first to the Kinusi Mine and I am excited by the potential that I have seen and the opportunity to expand the operations to generate returns for the Company and its shareholders.
"Acquiring 100% ownership of Takela and the Kinusi Mine is a key strategic step that will allow the Company to progress our development plans and streamline operations.
"The licence consolidation will also enhance our operational efficiency. "
Related Party Transaction
The Company's Director of Strategic Initiatives, Mr Edward Ruheni, is a shareholder of Takela and a director of the Company's Tanzanian subsidiary MMTL. The Agreement with Takela constitutes a related party transaction as defined by Rule 4.6 of the AQSE Growth Market Apex Rulebook . The directors independent of the Agreement, having exercised reasonable care, skill and diligence, confirm that the terms of the Agreement are fair and reasonable insofar as the shareholders of Marula are concerned.
The Directors of Marula are responsible for the contents of this announcement. This announcement contains inside information for the purposes of UK Market Abuse Regulation.
About Marula Mining
Marula Mining (AQSE: MARU A2X: MAR) is an African focused battery metals investment and exploration company and has interests in several high value mining operations and mine development projects in Africa: the Blesberg Lithium and Tantalum Mine and Northern Cape Lithium and Tungsten Project, all in South Africa; the Boteti Lithium Brines Project in Botswana; the Larisoro Manganese Mine and Kilifi Manganese Processing Operation both in Kenya; the Kinusi Copper Mine, the Nyorinyori Graphite Project and the NyoriGreen Graphite Project all in Tanzania. As we advance operations at these battery metals focused projects, Marula will continue to build and expand its interests in other high-quality projects in Africa.
Marula's strategy is to identify and invest in advanced and high-value mining projects throughout East, Central and Southern Africa that the Directors believe would deliver returns for its shareholders.
The Board and management team aims to establish Marula as a socially and environmentally responsible, sustainable, and profitable producer of critical metals and commodities that are of increasingly strategic importance to modern technologies and the global economy. Marula's shares are traded on AQUIS Stock Exchange (AQSE) in London and A2X Markets in South Africa. Marula is exploring opportunities to admit its shares to trading on Kenya's Nairobi Securities Exchange and South Africa's Johannesburg Stock Exchange.
For enquiries contact:
| Marula Mining PLC Jason Brewer, Chief Executive Officer
Faith Kinyanjui Mumbi Investor Relations |
Email : [email protected]
Email : [email protected]
|
| AQSE Corporate Adviser Cairn Financial Advisers LLP, Liam Murray / Ludovico Lazzaretti |
+44 (0)20 7213 0880 |
| A2X Advisor AcaciaCap Advisors Proprietary Limited Michelle Krastanov |
+27 (11) 480 8500 |
Caution:
Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ''believe'', ''could'', "should" ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect", ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.
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