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Bannerman Energy acquires stake in Namibia Critical Metals

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Global Mining Review,

Bannerman Energy Ltd (BMN) has agreed to acquire a 41.8% shareholding in TSX Venture Exchange-listed critical minerals exploration and development business, Namibia Critical Metals Inc. (NMI).

NMI’s flagship asset is the 95%-owned, advanced and fully permitted Lofdal Heavy Rare Earths Project (Lofdal Project) in Namibia. The Lofdal Project is the subject of an earn-in agreement with leading global resource strategic partner, Japan Oil, Gas, and Metals National Corp. (JOGMEC).

BMN has agreed to acquire a total of 82.2 million common shares in NMI, representing 41.8% of NMI’s issued capital, from PhilCo 192 (Pty) Ltd (75.2 million shares) and Adventure Resources Holdings (Pty) Ltd (7.0 million shares), for total consideration of AUS$7.24 million cash and the issue of 8.4 million BMN fully paid ordinary shares, paid proportionately to each vendor. BMN has no existing holding of common shares or other securities in NMI.

Whilst a relatively modest scale, with consideration components that respectively represent approximately 12% of BMN’s current cash balance and 0.6% of the company’s current issued shares, the NMI share acquisition offers significant strategic alignment and development synergies with BMN’s flagship Etango Uranium Project in Namibia. The total consideration also represents a significant implied discount to current NMI market trading value.

NMI’s Lofdal Project is globally significant to potential future Heavy Rare Earth Elements (HREE) supply, in particular the crucial need for dysprosium and terbium in the production of permanent magnets. This is a function of both its large scale and simple xenotime mineralogy. The NMI share acquisition provides underlying asset exposure that is highly complementary to BMN’s Etango Uranium Project in terms of both domicile and the role of heavy rare earths in enabling decarbonisation. The NMI Acquisition is also consistent with Bannerman’s mission: social leadership in the supply of raw materials for emissions free power.

Brandon Munro, BMN’s Managing Director and CEO, comments:

“The Lofdal Project is on a path to produce dysprosium and terbium, two of the most strategically important metals on the planet. Our exposure to this future production, through a strategic shareholding in Namibia Critical Metals, is therefore a strong fit with Bannerman’s Etango Project, a near-term supplier of uranium at a globally significant scale. I have followed the Lofdal Project and worked with its management since living in Namibia in 2010, and am personally delighted to formalise these strong in-country working relationships. I am also pleased that long standing relationships with NMI’s major shareholders have enabled a direct, efficient transaction at this point in time.

“As Lofdal moves closer to production, our partnership offers strong potential to leverage Bannerman’s extensive in-country expertise and credentials, in particular in the environment, social, and governance (ESG) sphere. After meeting at Lofdal with NMI President Darrin Campbell, and key JOGMEC representatives, I am confident that there is a strong alignment of intent and values between Bannerman and NMI, which has strong community and government relationships built during their 15-year presence in Namibia.”

Darrin Campbell, Namibia Critical Metals Inc President and CEO, comments:

“I am delighted that Bannerman Energy is set to become a supportive major shareholder in Namibia Critical Metals Inc. I look forward to working with the Bannerman team and our project partner JOGMEC to add significant further value to the Lofdal Project. I expect that Bannerman’s development experience, plus downstream industry and broader marketing experience, will be highly advantageous as we progress Lofdal towards being a globally significant supplier of dysprosium and terbium to the burgeoning permanent magnets sector.”

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