PALLINGHURST PGM LIMITED ANNOUNCES INVESTMENT IN ORDINARY SHARES OF SEDIBELO RESOURCES LIMITED

TORONTO, March 5, 2025 /CNW/ - Pallinghurst PGM Limited ("Pallinghurst") announced today that on February 18, 2025, it had acquired 928,792,570 ordinary shares (the "Acquired Shares") in the capital of Sedibelo Resources Limited (the "Corporation") for aggregate consideration of US$3 million, or US$0.00323 per ordinary share, pursuant to a private placement (the "Private Placement"). The Acquired Shares represent approximately 15.0% of the issued and outstanding ordinary shares of the Corporation. In addition, Pallinghurst also acquired 2,321,981,424 options to purchase ordinary shares (the "Acquired Options") of the Corporation. Each Acquired Option is exercisable to acquire one ordinary share (a "Option Share") at a price of US$0.00323 per Option Share for a period of three years from the date of issue. The Acquired Options were issued to Pallinghurst in connection with (i) its subscription for the Acquired Shares, (ii) a US$1 million senior secured loan that it provided to the Corporation and (iii) a US$2 million unsecured loan that it provided to the Corporation.

On a partially diluted basis, assuming all outstanding options of the Corporation are exercised in full except for the Acquired Options, Pallinghurst would hold 928,792,570 ordinary shares, representing approximately 7.9% of the total issued and outstanding shares. Alternatively, if only the Acquired Options are exercised in full while no other shareholders exercise their options, Pallinghurst's holdings would increase to 3,250,773,994 ordinary shares, representing approximately 38.1% of the issued and outstanding shares. If no shareholders, including Pallinghurst, exercise their options, Pallinghurst's ownership would remain at 15.0%.

Prior to the acquisitions referenced in this news release, Pallinghurst did not hold any ordinary shares or options in the Corporation.

Pallinghurst acquired the Acquired Shares and Acquired Options for investment purposes. Pallinghurst may, from time to time, acquire additional securities, dispose of some or all of the currently held or additional securities or may continue to hold the securities of the Corporation.

An early warning report relating to these transactions will be filed on the System for Electronic Document Analysis and Review + under the Corporation's profile and can be viewed at www.sedarplus.com.

SOURCE Pallinghurst PGM Limited

For further information or to obtain a copy of the early warning report, please contact: Andrew Willis, Pallinghurst PGM Limited, [phone]