Company Announcements

28 October 2024

Caracal Gold Plc

('Caracal' or the 'Company')

Tanzania Update: Mining License for Kanegele Project and Variation of Vendor Agreement

Caracal Gold Plc, the East African gold producer with over 1.3 million oz of JORC-compliant gold resources, is pleased to announce two significant developments. The receipt of the mining license for the Kanegele project in Tanzania and the finalization of payment terms with Tyacks Gold Limited's ("Tyacks") vendors.

Mining License for Kanegele Project:

Following the formal application of two mining licenses submitted in December 2023, Tyacks has successfully secured the first Mining License for the Kanegele Project, located within the Nyakafuru project area. The Kanegele Project, located in the prolific Lake Victoria Gold Fields, is well-positioned just 140 km southwest of Mwanza, Tanzania's second-largest city and benefits from established infrastructure.

Vendor Agreement Variation:

As a result of the securing of the mining license, the Company has agreed to increase the purchase price by an additional US$500,000 payable in cash to the vendors ("Extra Consideration"). The Extra Consideration is due and payable by 1 February 2025. The Extra Consideration is in recognition of the costs and time related to the mining license applications and approval. As part of this agreement, the directors of Tyacks have agreed to resign from the board, allowing the Company to appoint three new directors to oversee future developments. Furthermore, the Company will be responsible for the ongoing management of Tyacks.

Kanegele Project Overview:

The Kanegele Project boasts four main deposits-Voyager, Mentelle, Cullen, and Leeuwin-covering a JORC-compliant resource of 658,000 oz. Substantial historical mining, feasibility studies and infrastructure work are already in place, positioning Kanegele for rapid advancement as an open-pit, carbon-in-leach (CIL) gold operation. Immediate next steps include:

·    Additional drilling to expand resources.

·    Updating JORC resource and reserve estimates.

·    Advancing pit optimization studies.

·    Undertaking metallurgical, geotechnical, and environmental studies to international standards for project financing.

·    Finalizing detailed engineering and development plans for the processing plant.

·    Site preparation and commencement of mine construction.

Further to the announcement of 21 June 2024 which set out the details in the funding conditionally secured from a strategic investor (the "Cynergy Transaction"):

The resignation of the 2 historical Directors from Tyacks provides us with the platform to now conclude    Phase 1 of the Cynergy Transaction. Once completed Caracal and Cynergy will then move to Phase 2, which involves a US$5 million funding injection from Cynergy to support the Kilimapesa expansion. The Company will update shareholders in due course.

Simon Grant-Rennick, Chairman of Caracal, commented:

"Securing the mining license for the Kanegele Project is a pivotal milestone in our broader strategy to bring this high-potential asset into production. With shallow, high-grade gold resources and robust historical work already completed, Kanegele ticks all the right boxes for development. We are also excited to move into the next phase of our partnership with Cynergy, which will provide essential funding for our Kilimapesa expansion."

"We would like to express our gratitude to Mark Stanley for his significant contributions to this process and look forward to updating our shareholders on the next steps in both the Kanegele and Kilimapesa projects."

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For further information visit www.caracalgold.com or contact the following:

Notes:

Caracal Gold plc is an expanding East African focused gold producer with a clear path to grow production and resources both organically and through strategic acquisitions. Its aim is to rapidly increase production to +50,000ozs p.a. and build a JORC compliant resource base of +3Moz. The Company is progressing a well-defined mine optimisation strategy at its 100% owned Kilimapesa Gold Mine in Kenya, where there is significant mid-term expansion potential and the ability to increase gold production to 24,000oz p.a. and the resource to +2Moz (current JORC compliant resources of approx. 706,000oz). Alongside this, Caracal owns 100% of Tyacks Gold Ltd which owns the Nyakafuru Project in Tanzania, which has an established high-grade shallow gold resource of 658,751oz at 2.08g/t contained within four deposits over 280 km2 and appears amenable to development as a large scale conventional open pit operation.

Caracal's experienced team has a proven track record in successfully developing and operating mining projects throughout Africa.

The Company is a responsible mining and exploration company and supports the positive social and economic change that it contributes to the communities in the regions that it operates. It is a proudly East African-focused company: it buys locally, employs locally, and protects the environment and its employees and their families' health, safety, and wellbeing.