Voting Results - Karo EGM of bondholders

In brief · summary, not quotable

Tharisa plc announced that bondholders of its subsidiary, Karo Mining Holdings plc, approved resolutions at an Extraordinary General Meeting to extend the maturity date of existing notes by three years to December 1, 2028. The interest rate on these notes will increase from 9.5% to 11.0% per annum, and early redemption terms have been amended. Additionally, a guarantee fee of 2.6% per annum will be paid to Tharisa plc by the Issuer from December 1, 2025, until December 1, 2028.

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JSE share code: THA

LSE share code: THS

A2X share code: THA

('Tharisa' or the 'Company')

VOTING RESULTS AT EXTRAORDINARY GENERAL MEETING OF BONDHOLDERS OF KARO MINING HOLDINGS PLC

Tharisa, the platinum group metals ('PGMs') and chrome co-producer dual-listed on the Johannesburg and London stock exchanges, hereby advises the result of voting at the Extraordinary General Meeting of bondholders of Karo Mining Holdings plc ('the Issuer'), a subsidiary of Tharisa, held on 7 November 2025.

At the Extraordinary General Meeting the following resolutions were approved by the requisite majority, with effect from the maturity date of the existing bonds, being 1 December 2025:

Extending the maturity date of the existing notes ('Notes') by an additional three years to
Adjusting the interest rate on the Notes from 9.5% to 11.0% per annum
Amending the early redemption terms such that in the case of early redemption, the Issuer will redeem in whole (but not in part) the Note(s) specified in such notice, together with interest accrued and unpaid thereon, if any, to the date fixed for early redemption and shall not have any obligation to pay interest that would otherwise be payable until the final redemption date and
Introducing a guarantee fee such that with effect from 1 December 2025 until 1 December 2028, the Issuer shall pay to the guarantor (being Tharisa), a guarantee fee of 2.6% (two point six percent) per annum.

Paphos, Cyprus

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About VFEX

The Victoria Falls Stock Exchange (VFEX) is a subsidiary of the Zimbabwe Stock Exchange (ZSE) established to kick start the Offshore Financial Services Centre (OFSC) earmarked for the special economic zone in Victoria Falls. The VFEX is a US$ based exchange. Key incentives applicable to the VFEX include capital raised by a company listed on VFEX may be held in an approved local or offshore account with an internationally recognised banking institution; allowance to use offshore settlement for trades; tax incentives for shareholders of shares listed on VFEX - 5% dividend withholding tax (foreign investors only) and exemption from capital gains withholding tax.

Details of the Karo Platinum Project can be found at www.tharisa.com and www.karomining.com

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.