African Rainbow Minerals Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1933/004580/06)
JSE Share code: ARI
ISIN: ZAE000054045
(“ARM”)


AGREEMENT TO ACQUIRE 15% OF SURGE COPPER CORP ON A PRIVATE
PLACEMENT BASIS FOR C$3.8 MILLION


ARM is pleased to announce that it has entered into a
subscription agreement for a private placement financing (the
“Strategic Placement”) with Surge Copper Corp (TSXV: SURG)
(OTCQB: SRGXF) (Frankfurt: G6D2) (“Surge” or the “Company”).

Under the terms of the Strategic Placement, ARM, through its
wholly-owned subsidiary ARM Copper Company Proprietary Limited
(“ARM Copper”), will subscribe for 39,608,708 common shares of
Surge at C$0.095 per Strategic Placement common share,
representing an approximate 18% premium to the 20-day volume
weighted average price of the Company’s common shares on the
TSX Venture Exchange as at 1 April 2024, for gross proceeds of
C$3,762,827 (subject to adjustment, if necessary, such that
the number of common shares purchased represent 15.0% of the
issued and outstanding common shares as at the date that the
Strategic Placement closes on a non-diluted basis). Upon
completion of the Strategic Placement, ARM (through ARM Copper)
will own 15.0% of Surge’s issued and outstanding common shares
on a non-diluted basis.


The Strategic Placement is subject to certain customary
conditions precedent, including, but not limited to:

- approval of the Strategic Placement by the TSX Venture
Exchange; and

- receipt by ARM of South African Reserve Bank approval.

Background on Surge
Surge is a Canadian company that is advancing an emerging
critical metals district in a well-developed region of British
Columbia, Canada. The Company owns a large, contiguous mineral
claim package that hosts multiple advanced porphyry deposits
with pit-constrained NI 43-101 compliant resources of copper,
molybdenum, gold, and silver – metals which are critical inputs
to   the   low-carbon   energy    transition   and   associated
electrification technologies.
The Company owns a 100% interest in the Berg Project, for which
it announced a maiden Preliminary Economic Assessment (“PEA”)
in June 2023 outlining a large-scale, long-life project with a
simple design and high outputs of critical minerals located in
a safe jurisdiction near world-class infrastructure. The PEA
highlights base case economics including an NPV8% of C$2.1
billion and an IRR of 20% based on long-term commodity prices
of US$4.00/lb copper, US$15.00/lb molybdenum, US$23.00/oz
silver, and US$1,800/oz gold. The Berg deposit contains pit-
constrained 43-101 compliant resources of copper, molybdenum,
silver, and gold in the Measured, Indicated, and Inferred
categories.
The Company also owns a 100% interest in the Ootsa Property, an
advanced-stage exploration project containing the Seel and Ox
porphyry deposits located adjacent to the open pit Huckleberry
Copper Mine, owned by Imperial Metals. The Ootsa Property
contains pit-constrained NI 43-101 compliant resources of
copper, gold, molybdenum, and silver in the Measured, Indicated,
and Inferred categories.


Background on the Berg Project
The Berg deposit is situated in the north-western portion of
the Company’s 100%-owned 125,499 hectare contiguous land
package in the Berg-Huckleberry-Ootsa district. Surge
announced an NI 43-101 compliant PEA and an accompanying
Mineral Resource Estimate on the Berg Project in June 2023.
The PEA outlined a large-scale, stand-alone greenfield
development project with a simple design and high outputs of
critical metals located in a safe jurisdiction with world-
class infrastructure. Highlights from the PEA include:
• Base case after-tax NPV8% of C$2.1 billion and IRR of 20%
based on long-term commodity price assumptions of US$4.00/lb
copper, US$15.00/lb molybdenum, US$23/oz silver, and
US$1,800/oz gold plus foreign exchange of 0.77 USDCAD;
• 30-year mine life with total payable production of 5.8
billion pounds (2.6 million tonnes) of copper equivalent
(CuEq), including 3.7 billion pounds (1.7 million tonnes) of
copper; and
• Updated mineral resource estimate includes combined Measured
and Indicated resource of 1.0 billion tonnes grading 0.23%
copper, 0.03% molybdenum, 4.6 g/t silver, and 0.02 g/t gold.
Categorisation of the Transaction
The Transaction 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
2 April 2024

JSE Equity Sponsor: Investec Bank Limited