Exxaro is pleased to announce that it has successfully concluded the acquisition of select manganese assets from Ntsimbintle Holdings and OMH, making it a globally meaningful manganese player. Following the fulfilment of all suspensive conditions, with the exception of Mokala, the transaction was implemented today, and R10.6 billion total consideration was transferred to the sellers in cash funded through our available cash reserves.

First sale transaction and OMH Transaction Closing

As previously announced on 29 January 2026, all the suspensive conditions relating to the First Sale Transaction and OMH Transaction have been fulfilled and/or waived. Accordingly, the First Sale Transaction and OMH Transaction have been implemented and closed on Friday, 27 February 2026. Following implementation of the First Sale Transaction and OMH Transaction, Exxaro (through its wholly-owned subsidiary),(“The Purchaser”) now holds an effective equity interest in the manganese assets as follows:

• 100% of Ntsimbintle Mining (which owns 50.1% of the Tshipi Borwa Mine, with the remaining 49.9% owned by Jupiter);
• 19.99% of Jupiter;
• 100% of Ntsimbintle Marketing;
• 9% of Hotazel Manganese Mines;

Mokala Sale Transaction

As previously announced, the Mokala Sale Transaction remains subject to the fulfilment of the remaining suspensive conditions related to Mokala as outlined in the Transaction Announcement. The Long Stop Date in relation to the Mokala Sale Transaction is 27 February 2027.

Ben Magara, Exxaro CEO said, “We are accelerating the prudent delivery of our strategy, and we are pleased with the successful implementation of this transaction. Exxaro becomes a globally significant manganese producer with its interest in Tshipi Borwa mine, the world’s 4th largest manganese mine in South Africa's Kalahari Manganese Field, home to approximately 80% of the world’s known manganese resources.

Tshipi is a world-class, long-life asset, favourably positioned on the industry cost curve. The acquisition also includes the marketing entities and equity interest in Hotazel Manganese Mines. Post this transaction, the previously maintained R12 – R15 billion cash buffer will no longer be maintained. In addition, we recently concluded the refinancing of our ZAR13 Billion corporate facilities. We are therefore reviewing our capital allocation framework considering the cyclical nature of commodity prices and our defensive and diversified portfolio.

We welcome our Ntsimbintle Mining colleagues and look forward to their contributions to the wider Exxaro Group. This transaction has put two big and successful BEE companies together, showcasing what can be achieved through collaboration. Exxaro has the requisite bulk mining, logistics and marketing capabilities and we are looking forward to working with our joint venture partners to maintain stable operations and unlock opportunities together, for the benefit of all our stakeholders.”

“We are proud to have successfully concluded this landmark transaction, which brings meaningful benefit to Ntsimbintle’s shareholders, stakeholders, and to South Africa as a whole. Two leading black economic empowerment companies have worked together to create an opportunity where Exxaro becomes a natural resources champion and will be further strengthened through the acquisition of Ntsimbintle Holdings’ world-class manganese assets. We are confident that Exxaro shares our commitment to transformation, sustainable growth, and long-term investment in South Africa’s mining sector” said Saki Macozoma, Chairman of Ntsimbintle Holdings and Tshipi.

As we reflect on Exxaro’s 20 years of existence, we are looking forward to powering possibility in the Northern Cape, for decades to come.