Option Agreement for Prospecting Licence Portfolio

Marula Mining PLC

11 September 2026

 

 

Marula Mining PLC

("Marula'' or the "Company")

11 September 2026        

Binding Option Agreement for Tanzanian Prospecting Licence Portfolio

Marula Mining PLC (AQSE: MARU | A2X: MAR), an Africa-focused mining and development company, is pleased to announce that it has entered into a binding exclusivity, option and transaction term sheet with Rio Ashanti Limited, Pangani Minerals Limited and Mythos Metals Limited (together, the "Vendors") to acquire a 95% economic interest in a portfolio of nine prospecting licences in Tanzania, covering 170km² and contiguous to the Kinusi Copper Mine (the "Project").

The Project licences are held through Rio Ashanti Limited, Pangani Minerals Limited and Mythos Metals Limited and include all related geological information, technical data and associated rights. The term sheet grants Marula an exclusive 45-day option period to complete due diligence and negotiate definitive transaction documentation.

Under the terms of agreement, Marula has paid a non-refundable option fee of US$100,000. If the option is exercised and the transaction completed, the option fee will be credited against the US$800,000 payable upfront, which will comprise a combination of purchase price and success fee, with the exact allocation between those components to be agreed in the definitive transaction documentation, leaving US$700,000 payable at completion.

A further US$1.2 million will be payable in two equal instalments of US$600,000, due 12 months and 18 months after completion. These payments will also comprise a combination of purchase price and success fee, with the exact allocation between those components to be agreed in the definitive transaction documentation. At the Vendors' election, the US$1.2 million may be settled through the issue of 20,000,000 new ordinary shares in Marula, subject to resumption of trading on AQSE and any required shareholder or regulatory approvals.

Following completion, the Vendors will retain a 5% fully free-carried economic interest in the Project, with no obligation to contribute to exploration, development, operating or other expenditure. Marula may acquire the retained interest at any time for US$500,000 in cash.

Transaction Terms

·      Binding term sheet signed for nine Tanzanian prospecting licences

·      Exclusive 45-day option period to complete due diligence and negotiate definitive documentation

·      Marula to acquire a 95% economic interest in the Project on exercise and completion

·      Total payments of US$2.0 million, comprising US$800,000 upfront and US$1.2 million payable in deferred instalments, in each case as a combination of purchase price and success fee with the exact allocation to be agreed in the definitive transaction documentation

·      Deferred instalments payable in two US$600,000 payments at 12 and 18 months after completion

·      Deferred consideration may be settled in Marula new ordinary shares at the Vendors' election, subject to applicable conditions

·      Vendors to retain a 5% fully free-carried economic interest following completion

·      Marula may acquire the retained 5% interest for US$500,000 in cash

Completion of the proposed acquisition remains subject to, inter alia, the satisfactory completion of due diligence by the Company, the exercise of the option and the negotiation and execution of definitive transaction documentation. The Company does not currently have sufficient cash resources to fund the consideration payable on completion and will therefore be required to secure additional funding prior to completion of the proposed acquisition.

Jason Brewer, CEO of Marula Mining, said:

"This binding term sheet provides Marula with a clear pathway to secure a 95% economic interest in a highly prospective Tanzanian licence portfolio.

The option structure gives the Company exclusivity while it completes due diligence and agrees the most efficient transaction structure with the Vendors.

The retained free-carried interest also aligns the Vendors with Marula as the Project advances."

Project Licences

Licence	Registered Owner
PL 13586 / 2025	Rio Ashanti Limited
PL 13587 / 2025	Rio Ashanti Limited
PL 13588 / 2025	Rio Ashanti Limited
PL 31596 / 2025	Rio Ashanti Limited
PL 13426 / 2025	Pangani Minerals Limited
PL 29922 / 2024	Pangani Minerals Limited
PL 13560 / 2025	Pangani Minerals Limited
PL 34300 / 2026	Mythos Metals Limited
PL 34511 / 2026	Mythos Metals Limited

The Directors of Marula are responsible for the contents of this announcement. This announcement contains inside information for the purposes of the UK Market Abuse Regulation.

ENDS

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, the Bamba Manganese Mining Project 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: [e-mail] Email: [e-mail]
AQSE Corporate Adviser Cairn Financial Advisers LLP Liam Murray / Ludovico Lazzaretti	[phone]
A2X Markets Advisor AcaciaCap Advisors Proprietary Limited Michelle Krastanov	[phone]

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.

 

END