MC MINING LIMITED - Off-market Takeover Bid: Receipt of bidder's statement - Take No Action

Off-market Takeover Bid:  Receipt of bidder's statement - Take No Action

MC Mining Limited
Previously Coal of Africa Limited
(Incorporated and registered in Australia)
Registration number ABN 008 905 388
ISIN AU000000MCM9
JSE share code: MCZ
ASX/AIM code: MCM

ANNOUNCEMENT                                                              

2 February 2024

OFF-MARKET TAKEOVER BID: RECEIPT OF BIDDER'S STATEMENT - TAKE NO ACTION

                                        
Further to the previous announcements regarding a Notice of Intention to make a takeover offer
followed by a Revised Non-Binding and Indicative Proposal, MC Mining Limited (MC Mining or the
Company) has now received a copy of a Bidder's Statement, dated 2 February 2024. The Bidder's
Statement relates to an off-market takeover bid by a consortium of joint-bidders for all of the fully
paid ordinary shares on issue in the Company they do not currently own (Takeover Offer).

The joint-bidders include Senosi Group Investment Holdings Proprietary Limited (Senosi) and
Dendocept Proprietary Limited (Dendocept) and certain other shareholders and associates who
represent, in aggregate, 64.3%1 of the issued capital in the Company (together, the Consortium). The
Takeover Offer is made by Goldway Capital Investment Limited (company registration number
3294426, a Hong Kong incorporated company and associate of the Consortium joint bidders) and
proposes to acquire all of the MC Mining shares that the Consortium currently does not own at a cash
price of A$0.16 per share. The Bidder's Statement has been lodged with the Australian Securities &
Investments Commission and the Australian Stock Exchange on 2 February 2024.

The established Independent Board Committee (IBC) reiterates that shareholders should TAKE NO
ACTION in respect of the Takeover Offer and Bidder's Statement until the IBC has had the opportunity
to fully consider the Bidder's Statement. The Company will respond with a Target Statement that will
include an Independent Expert Report and the IBC's recommendation in relation to the Takeover Offer
under the Bidder's Statement. Until then, MC Mining shareholders should not take any action.

Should you have any queries regarding the Takeover Offer and Bidder's Statement, please contact
Tony Bevan, MC Mining's Company Secretary, on tonyb@westozcorporate.com.au.

A copy of the Bidders Statement can be viewed on the Company's website at https://protect-
za.mimecast.com/s/6IIrCLgGl5cxBVMcBKQwb?domain=mcmining.co.za.
Khomotso Mosehla

Chairman of the IBC
The information contained within this announcement is deemed by the Company to constitute inside
information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of
United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended.

This announcement has been approved for release by the Company's Disclosure Committee.

1 As at the date of this announcement, Senosi Group Investment Holdings Proprietary Limited holds 23.4% and Dendocept Proprietary
Limited holds 6.9% of the current issued capital of the Company.


For more information contact:
       Tony Bevan                            Company                       Endeavour Corporate                +61 42 1072
                                             Secretary                     Services                           165
        Company advisers:
        Richard Johnson / Rob                Nominated                     Strand Hanson                      +44 20 7409
        Patrick                              Adviser                       Limited                            3494

        Rory Scott                           Broker (AIM)                  Tennyson Securities                +44 20 7186
                                                                                                              9031
        Marion Brower                     Financial PR                R&A Strategic                           +27 11 880
                                          (South Africa)              Communications                          3924
        
        BSM Sponsors Proprietary Limited is the nominated JSE Sponsor

        About MC Mining Limited:

        MC Mining is an AIM/ASX/JSE-listed coal exploration, development and mining company operating in South Africa.
        MC Mining's key projects include the Uitkomst Colliery (metallurgical and thermal coal), Makhado Project (hard
        coking coal), Vele Colliery (semi-soft coking and thermal coal), and the Greater Soutpansberg Projects (coking and
        thermal coal).

Date: 02-02-2024 01:52:00
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