PAN AFRICAN RESOURCES PLC

Share Issue/Capital Change • Mar 13, 2015

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PAN AFRICAN RESOURCES PLC - Director/PDMR Shareholding & Issue of Equity

PR Newswire

London, March 12

                       Pan African Resources PLC(Incorporated and registered in England and Wales under Companies Act 1985 with                registered number 3937466 on 25 February 2000)                                 AIM Code: PAF                                 JSE Code: PAN                              ISIN: GB0004300496                       ("Pan African" or the "Company")DEALINGS IN SECURITIES BY A DIRECTORThe Company was notified on 12 March 2015 of the following dealing in respectof the Company's ordinary shares of 1 pence each ("Shares"):Name of director:                       KC SpencerCompany of which he is a director:      Pan African Resources PlcNature of transaction:                  Exercise of options granted in 2008 in                                        terms of the Company's Share Option                                        PlanClass of securities:                    SharesDate of transaction:                    12 March 2015Number of securities:                   1,500,000Price per security:                     ZAR0.83 ("Strike Price")Value of transaction:                   ZAR1,245,000On-market or off-market:                Off-marketNature of interest:                     Indirect beneficialClearance given in terms of Paragraph   Yes3.66:Further to this exercise of options by Mr Spencer, the Company has issued1,500,000 Shares at the Strike Price for a total consideration of ZAR1,245,000to Mr Spencer's family trust - Strode Trust.Following this issue of Shares, the total issued share capital of the Companycomprises 1,831,494,763 Shares with no Shares held in treasury. Accordingly,the figure of 1,831,494,763 Shares may be used by shareholders as thedenominator for the calculations by which they will determine if they arerequired to notify their interest in, or a change to their interest in theCompany under the FCA's Disclosure and Transparency Rules.Mr Spencer's total indirect beneficial interest in Pan African after theexercise of options is 3,000,000 Shares, representing 0.16% of the issued sharecapital of the Company.Application will be made to the AIM market of the London Stock Exchange ("AIM")and to the exchange operated by JSE Limited ("JSE") for 1,500,000 Shares to beadmitted to trading on AIM and for listing on the JSE, with admission totrading and listing on both markets expected to occur on 19 March 2015.Cobus Loots                             Deon LouwPan African Resources PLC               Pan African Resources PLCChief Executive Officer                 Financial DirectorOffice: + 27 (0)11 243 2900             Office: + 27 (0)11 243 2900Phil Dexter                             Peter StewartSt James's Corporate Services Limited   Canaccord Genuity LimitedCompany Secretary                       Nominated AdviserOffice: + 44 (0)207 796 8644            Office: +44 (0)207 523 8000Sholto Simpson                          Matthew Armitt / Ross AllisterOne Capital                             Peel Hunt LLPJSE Sponsor                             Joint BrokerOffice: + 27 (0)11 550 5009             Office: +44 (0)020 7418 8900Julian Gwillim                          Daniel ThöleAprio Strategic Communications          Bell Pottinger PRPublic & Investor Relations SA          Public & Investor Relations UKOffice: +27 (0)11 880 0037              Office: + 44 (0)203 772 2500For further information on Pan African, please visit the website atwww.panafricanresources.com13 March 2015

Sponsor: One Capital