Caledonia Mining Corporation Plc announced that, following the satisfaction of conditions precedent, it has completed the acquisition of Bilboes Gold Limited, the parent company which owns, through its Zimbabwe subsidiary, Bilboes Holdings (Private) Limited, the Bilboes gold project in Zimbabwe. Please refer to Caledonia's announcement on July, 21 2022 for further details of the Project and the Transaction. As a reminder, the total consideration payable is, subject to adjustment, 5,123,044 shares representing approximately 28.5% of Caledonia's fully diluted share capital and a 1 per cent net smelter royalty on the Project's revenues.

Based on the last trading day's closing share price on NYSE American of USD 12.82 per share, the value of the maximum number of new shares that could be issued as consideration if there is no adjustment is currently USD 65,677,424. Highlights Bilboes is a large, high grade gold deposit located approximately 75 km north of Bulawayo, Zimbabwe. Historically, it has been subject to a limited amount of open pit mining.

The Project has NI43-101 compliant proven and probable mineral reserves of 1.96 million ounces of gold in 26.64 million tonnes at a grade of 2.29 g/t and measured and indicated mineral resources of 2.56 million ounces of gold in 35.18 million tonnes at a grade of 2.26 g/t and inferred mineral resources of 577,000 ounces of gold in 9.48 million tonnes at a grade of 1.89 g/t1. The Project has produced approximately 288,000 ounces of gold since 1989. A feasibility study prepared by the vendors (the "DRA Feasibility Study") indicates the potential for an open-pit gold mine producing an average of 168,000 ounces per year over a 10-year life of mine.

Caledonia will conduct its own feasibility study to identify the most judicious way to commercialise the Project to optimize shareholder returns. One approach that will be considered is a phased development which would minimise the initial capital investment and reduce the need for third party funding. Caledonia entered into a tribute arrangement with Bilboes Holdings when it entered into the share purchase agreement so that oxide operations could re-start.

The tribute agreement is now unnecessary due to completion of the Transaction and oxide operations are anticipated to start from February 2023 with the expectation that Bilboes Holdings will return to profitable operations shortly thereafter. This also has the benefit of an element of pre-stripping for the main development of the Project. Under the Transaction, 5% of the total consideration shares (256,152 shares (the “Deferred Shares”)) will be retained by Caledonia in order that any customary adjustments to the purchase price can be calculated after completion to account for any extraordinary liabilities incurred prior to completion.

This calculation is expected to be completed in the next few weeks. Furthermore, 441,095 of the total consideration shares that would have been issued to Toziyana will be withheld by Caledonia to be issued to Shining Capital in settlement of a separate commercial arrangement between Toziyana's holding company and Shining Capital's subsidiary Infinite Treasure Limited. The issue of the Escrow Shares to Shining Capital is subject to Reserve Bank of Zimbabwe approval for the commercial arrangement between Toziyana's holding company and Infinite Treasure Limited.

Accordingly, following today's completion, 4,425,797 new shares in Caledonia are being issued to the sellers of Bilboes and up to 697,247 additional shares comprised of Deferred Shares and Escrow Shares will be issued in due course, at which time further announcements will be made.