Amended and Restated Scheme Implementation Deed

• PAR Bidder, a wholly owned subsidiary of Pan African Resources plc, to acquire 100% of Emmerson Resources Ltd via scheme of arrangement
• Scheme consideration unchanged at 0.1493 PAN shares per Emmerson share
• Other material terms and conditions of the scheme implementation deed remain unchanged

Emmerson Resources Limited (Emmerson) announced that Pan African Resources plc (PAR) has nominated Tennant Consolidated Mining Group Pty Ltd (PAR Bidder), a wholly owned subsidiary of PAR and the joint venture party to the Tennant Creek Joint Venture with Emmerson, to be PAR's nominee to acquire the Emmerson shares under the previously announced scheme of arrangement. The scheme consideration of 0.1493 PAN shares (in the form of PAN ASX CDIs) for each Emmerson share held as at the record date of the scheme remains unchanged. Other than amendments necessary to give effect to PAR Bidder being the PAR nominee, the material terms and conditions of the scheme implementation deed and scheme remain unchanged. Emmerson, PAR and PAR Bidder have entered into a deed of amendment, restatement and accession to facilitate these changes.