29 September 2015

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

On 2 September 2015, Mwana Africa PLC announced details of an Open Offer of new Ordinary Shares at a price of 1 pence per share (the 'Issue Price') on the basis of 1 Open Offer Share for every 3.802 Ordinary Shares held on the Record Date by Qualifying Shareholders to raise approximately £3.67 million, before expenses.

The Open Offer closed for acceptances at 11.00 a.m. on 28 September 2015 and the Company is pleased to announce that it has received valid acceptances in respect of 292,364,768 Open Offer Shares from Qualifying Shareholders which includes applications for 110,340,621 Excess Shares under the Excess Application Facility. This represents 79.52 per cent. of the Open Offer Shares offered. Qualifying Shareholders who have validly applied for Open Offer Shares will receive their full Open Offer Entitlement. All eligible applications under the Excess Application Facility will be allocated their Open Offer Shares as applied for.

The Company has therefore raised aggregate gross proceeds of approximately £2.92 million through the Open Offer.

Directors Dealings

Pursuant to the Open Offer, certain Directors of the Company have agreed to subscribe for Open Offer Shares and Excess Shares as detailed in the table below.

Existing Shareholder Number of Existing Ordinary Shares Percentage of Existing Ordinary Shares Number of Open Offer Shares applied for under the Open Offer Number of Excess Shares applied for under the Open Offer Number of Ordinary Shares held following Open Offer Percentage of Ordinary Shares held following the Open Offer
Yat Hoi Ning 454,545 0.03% 119,554 105,306,913 105,881,012 6.30%
Yuan Ching Hu 454,545 0.03% 119,554 - 574,099 0.03%

Other than Yat Hoi Ning and Yuan Ching Hu, none of the other Directors hold Ordinary Shares.

Yat Hoi Ning and Yuan Ching Hu are both substantial shareholders and directors of CIMGC, which, following the Open Offer, will be interested in 275,338,243 shares, representing 16.3% of the enlarged share capital.

Related Party Participation

The subscription for Excess Shares by Yat Hoi Ning constitutes a related party transaction under the AIM Rules.

The Independent Directors consider, having consulted with Grant Thornton, the Company's nominated adviser, that the terms of the transaction are fair and reasonable insofar as the Shareholders are concerned.

AIM Admission

Application has been made to AIM, a market operated by the London Stock Exchange plc, for the admission of the 292,364,768 Open Offer Shares. It is expected that Admission of the Open Offer Shares to AIM will become effective at 8.00 a.m. (London time) on 30 September 2015.

Total Voting Rights

Following Admission and in accordance with the Financial Conduct Authority's Disclosure and Transparency Rules ('DTR'), the Company's issued share capital will comprise 1,690,145,443 Ordinary Shares, each with voting rights. The above figure of 1,690,145,443 Ordinary Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the Disclosure and Transparency Rules.

Additional Information

All defined terms in this announcement shall have the meanings ascribed to them in the circular sent to shareholders dated 2 September 2015.

Readers are referred to the important notice that applies to this announcement. Unless otherwise stated, references to time contained in this announcement are to UK time.

For further information contact:

Mwana Africa PLC
Yim Kwan, Finance Director
Amilha Young, Group General Counsel and Company Secretary
Tel: + 44 (0) 20 3696 5470

Nominated Adviser and Broker
Grant Thornton UK LLP
30 Finsbury Square, London EC2P 2YU
Colin Aaronson / Richard Tonthat / Harrison Clarke
Tel: +44 (0) 20 7383 5100

Financial Adviser and Corporate Broker
Cantor Fitzgerald Europe
1 Churchill Place, Canary Wharf, London E14 5RB
Stewart Dickson / Jeremy Stephenson / Patrick Pittaway
Tel: +44 (0) 20 7894 7000

Public and investor relations
Russell and Associates
Jim Jones / Leigh King
Tel: +27 (0) 11 880 3924

About Mwana Africa PLC

Mwana Africa PLC is a pan-African, multi-commodity mining and development company. Mwana's principal operations and exploration activities cover gold, nickel, copper and diamonds in Zimbabwe, the Democratic Republic of Congo (DRC) and South Africa.

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