The Arrangement with Buchans Resources

Arrangement Agreement among Minco Exploration Limited, Buchans Resources Limited and Canadian Manganese Company Inc.

On December 31, 2019, Buchans Resources Limited filed Articles of Arrangement to implement the Plan of Arrangement for a group reorganization and spin-out of subsidiaries, which was approved by shareholders by a 99.87% majority at a Meeting held on December 10, 2019, and by the Ontario Superior Court of Justice on December 19, 2019.

The Effective Date of the Plan of Arrangement is December 31, 2019.

Pursuant to the Arrangement, in early 2020, Computershare Investor Services distributed to each Buchans registered shareholder who held shares in his/her/its name:

- - A Direct Registration Advise (DRS) registered in the name of such shareholder representing shares of Canadian Manganese Company Inc. (CUSIP # 136343100) (ISIN # CA1363431000) (“Canadian Manganese”) on the basis of one share of Canadian Manganese for each share of Buchans held; and
  - An Exchangeable Warrant Certificate, (CUSIP # 11802F111) (ISIN # CA11802F1119) registered in the name of such shareholder which entitles the holder to exchange each warrant for either one share of Minco Exploration Limited (“Minco Exploration”) or 0.25 additional shares of Buchans, at their option, on the basis of one Exchangeable Warrant for each share of Buchans held.

During the year ended 31 December 2020, 1,039,844 Exchangeable Warrants were exchanged into Minco Exploration shares. Upon expiry of the Exchangeable Warrants on 31 December 2020, the remaining 49,564,720 Exchangeable Warrants were automatically exchanged into Minco Exploration shares and the holders automatically became shareholders in Minco Exploration PLC.

In July 2021, Computershare Investor Services distributed to each registered holder of the Exchangeable Warrants (Buchans registered shareholders) who held Exchangeable Warrants in his/her/its name a Share Certificate representing shares of Minco Exploration PLC (CUSIP #G6177V 108 / ISIN # IE00BKKKMH04) on the basis of one share of Minco Exploration for each Exchangeable Warrant (share of Buchans) held.

Non-registered (beneficial) shareholders who hold their shares of Buchans registered through a nominee, (broker, bank, or other custodian) are advised to contact their broker or nominee to ensure the securities are credited to their accounts.

The mineral exploration business and projects previously owned and operated by Buchans Resources are now held by three separate public companies, namely:

1. - Buchans Resources which retains its base metals deposits and projects in central Newfoundland near the town of Buchans, and in Labrador, in the Province of Newfoundland and Labrador, Canada, operated by Buchans’ wholly-owned subsidiary, Buchans Minerals Corporation;
  - Canadian Manganese which holds the Woodstock Manganese Project, located west of the town of Woodstock, in the Province of New Brunswick, Canada. The shares of Canadian Manganese were listed for trading on the NEO Stock Exchange (Cboe Canada Exchange) in January 2022; and,
  - Minco Exploration which holds the zinc-lead exploration projects in the Republic of Ireland operated by Minco’s wholly owned subsidiary, Minco Ireland Limited, either alone or in joint ventures with Boliden Tara Mines.

Documents Relating to the Arrangement

The following News Releases were published by Buchans Resources Limited in order to provide its shareholders with information on the Arrangement among Buchans Resources Limited, Canadian Manganese Company Inc., and Minco Exploration Limited.

The following Meeting Materials were published and provided by Buchans Resources Limited in order to advise its shareholders in advanced of the Meeting of Shareholders held December 10, 2019. The Meeting materials are available below:

History of Minco Exploration

Minco PLC, traded on AIM, completed a Plan of Arrangement with Buchans Minerals Corporation (CUSIP #11801R108 / ISIN # CA11801R1082) in 2013 under which shareholders of Buchans Minerals Corporation
received shares of Minco PLC.

Minco PLC(ISIN # IE0004678326) was acquired by Dalradian Resources Inc. in August 2017 under a Scheme of Arrangement whereby shareholders of Minco PLC received shares of Dalradian and shares of
Buchans Resources Limited.

Buchans Resources Limited shares (CUSIP # 11802F103 / ISIN # CA11802F1036) were distributed to all shareholder of Minco PLC in September 2017 as a spin out to shareholders of Minco PLC upon the
acquisition of Minco PLC by Dalradian Resources Inc.

Dalradian Resources was acquired by Orion Mine Finance in September 2018 and shareholders received C$1.47 cash for each share of Dalradian Resources held.

Buchans Resources Limited completed a group reorganization by way of a Plan of Arrangement and distributed to its shareholders on 31 December 2019 shares of Canadian Manganese Company Inc. (CUSIP# 136343100 / ISIN # CA1363431000) and Exchangeable Warrants on the basis of one share of Canadian Manganese and one Exchangeable Warrant for each share of Buchans Resources held.

Buchans Resources Exchangeable Warrants (CUSIP # 11802F111 / ISIN # CA11802F1119) were issued to all shareholders of Buchans Resources on 31 December 2019, exchangeable for shares of Minco Exploration PLC or additional shares of Buchans Resources, on the basis of one Exchangeable Warrant for each share of Buchans Resources held.

Each Exchangeable Warrant not previously exchanged was automatically exchanged on 31 December 2020, for shares of Minco Exploration PLC (CUSIP #G6177V 108 / ISIN # IE00BKKKMH04) on the basis of one share of Minco Exploration for each Exchangeable Warrant held.

Shareholders of Buchans Resources, including former shareholders of Minco PLC, who did not dispose of their shares of Buchans Resources, now hold shares in each of Buchans Resources, Canadian Manganese, and (excluding shareholders who elected to exchange for additional shares of Buchans) Minco Exploration.