May 2017

Announcement further to offer for Gemfields plc

Further to the announcement by Pallinghurst Resources Limited (“Pallinghurst”) on 19 May 2017 (the “Rule 2.7 Announcement”) regarding the terms of an offer to be made by Pallinghurst for the whole of the issued and to be issued share capital of Gemfields plc (“Gemfields”) (other than the 258,908,915 Gemfields Shares already held by the Pallinghurst Group, representing 47.09% of Gemfields’ issued share capital), Pallinghurst has received irrevocable undertakings in respect of a total of 154,964,935 Gemfields Shares representing, in aggregate, approximately 28.18% of the existing issued share capital of Gemfields as at 17 May 2017. Together the shares subject to irrevocable undertakings and Pallinghurst’s current holding in Gemfields constitute 75.27% of the total issued share capital of Gemfields.

Pallinghurst announces a restructuring of the group including an offer to acquire the minority interests of Gemfields plc

Pallinghurst was founded in September 2007 as a limited life mining investment fund to source and develop new value accretive mining projects. This phase of Pallinghurst’s development has now been achieved with three key assets successfully developed. These include:  Gemfields – a leading supplier of responsibly sourced coloured gemstones;  Tshipi – one of the lowest cost manganese producers in the world; and  Sedibelo – a large scale open pit PGM mining operation in South Africa.

Release of Annual Report and Notice of AGM

Shareholders are informed that Pallinghurst’s Annual Report for the year ended 31 December 2016 (the “Annual Report”) is now available on the Pallinghurst website The Financial Statements contained within the Annual Report contain no modifications to Pallinghurst’s Audited Annual Results for the year ended 31 December 2016 which were published on the Securities Exchange News Services of the JSE Limited on 29 March 2017.