Mkango Resources Ltd. (AIM/TSX-V: MKA) (the “Company” or “Mkango”)
and CoTec Holdings Corp (TSX-V: CTH) (“CoTec”) are pleased to
announce that they have closed the previously announced £1.5
million investment (the “Investment”) by CoTec into Mkango’s
subsidiary, Maginito Limited (“Maginito”). In connection therewith,
Maginito and CoTec have agreed to collaborate on the
commercialisation of downstream rare earth technologies in the
United States and Mkango Rare Earths UK Ltd (“Mkango UK”) has been
transferred to become a subsidiary of Maginito.
Maginito now holds a 42% interest in HyProMag
Limited (“HyProMag”) focused on short loop rare earth magnet
recycling in the UK, a 66.8% direct and indirect interest (assuming
conversion of Maginito’s recently announced convertible loan) in
HyProMag GmbH, a company focused on short loop rare earth magnet
recycling in Germany, and a 100% interest in Mkango UK, a company
focused on long loop rare earth magnet recycling in the UK via a
chemical route. A new US subsidiary, to be jointly owned by
Maginito and CoTec, is expected to be formed to develop rare earth
technology opportunities in the United States.
William Dawes, Chief Executive of Mkango
stated: “This is an exciting milestone for Mkango and we
look forward to working closely with CoTec through a shared vision
for Maginito to create a large-scale, international business
focused on downstream rare earth technologies and recycling.
Maginito will also benefit from potential synergies with Mkango’s
development of primary rare earths production in Malawi and Poland.
The restructuring of Maginito facilitates future access to capital
and creates a strong platform for its scale-up, international
roll-out and further partnership opportunities.”
Julian Treger, Chief Executive of CoTec
stated: “We are glad to have closed this Investment and
are now keen to work swiftly with Mkango to roll-out production
into North America. Underpinned by unique green processing
technologies, our development strategy will be very helpful to
establish US independence in the rare earth realm and we hope to
make further announcements in the coming months to update the
market on this process. These plants are also expected to start
generating revenues for CoTec in relatively short order,
demonstrating how our growth strategy of applying scalable
revolutionary technologies to create profitable green commodity
extraction assets works in practice.”
£1,500,000 Maginito
Investment
CoTec has subscribed for shares in Maginito (the
“Maginito Shares”), equivalent to a post-issuance 10% equity stake,
for an investment of £1.5 million (C$2.5 million).
CoTec and Mkango have entered into a
shareholders’ agreement with respect to Maginito, pursuant to which
CoTec has the right to one Maginito Board seat for so long as CoTec
continues to hold at least a five percent (5%) shareholding in
Maginito, increasing to two Maginito Board seats if CoTec holds at
least a twenty percent (20%) shareholding in Maginito, as well as
customary minority investor rights and protections. Under a
previously announced £2 million (C$3.3 million) convertible loan
from CoTec to Mkango, CoTec has the right to either convert the
loan into Mkango shares at 27p per share or into 10.6% of Maginito
Shares. If it chooses the option to convert the loan into Maginito
Shares, it will hold a 20.6% interest in Maginito. Additionally,
Mkango and Maginito have entered into a management agreement
whereby Mkango will continue to manage Maginito.
Appointment of John Singleton to the
Board of Maginito
In connection with the Investment John
Singleton, Chief Operating Officer of CoTec, has been appointed to
the Board of Maginito, joining Mkango Chief Executive William Dawes
and Mkango President Alexander Lemon. Mr Singleton has over twenty
years’ experience in the mining industry. He started his career at
De Beers Consolidated Mines in South Africa as a Senior
Geotechnical Engineer, followed by 13 years at Rio Tinto Plc.
During his time at Rio Tinto Mr Singleton gained extensive
operational, commercial and technical experience across multiple
product groups and served in several senior leadership positions in
Business Evaluation and Corporate Development. Most recently he was
Head of Corporate Development at Centamin Plc. His experience
includes business development, strategy and capital planning,
mergers and acquisitions, assessment of investment opportunities,
project development and valuation. Mr Singleton has worked globally
across multiple commodities and has led several multi-discipline
teams. He is a Fellow of the Royal Geological Society and holds a
BSc from the University of Bristol and an MSc in Engineering
Geology from Imperial College London.
United States Co-operation
Agreement
Mkango and CoTec have entered into a
co-operation agreement regarding future investments in rare earth
processing technology opportunities in the United States. Scoping
studies are underway to determine optimal sites there, and to
evaluate the scope of potential rare earth developments, which may
include recycling, chemical processing and the production of alloys
and magnets.
Market Abuse Regulation (MAR)
Disclosure
The information contained within this
announcement is deemed by the Company to
constitute inside information as stipulated under the
Market Abuse Regulations (EU) No. 596/2014 ('MAR') which
has been incorporated into UK law by the European Union
(Withdrawal) Act 2018. Upon the publication of this
announcement via Regulatory Information Service, this inside
information is now considered to be in the public domain.
About Maginito
Maginito is focused on developing green
technology opportunities in the rare earths supply chain,
encompassing neodymium (NdFeB) magnet recycling as well as
innovative rare earth alloy, magnet, and separation
technologies.
Maginito holds a 42% interest in UK rare earth
(NdFeB) magnet recycler, HyProMag (www.hypromag.com) with an option
to increase its interest to 49%. Hypromag has licensed the patented
technology called HPMS (Hydrogen Processing of Magnet Scrap)
developed in the Magnetic Materials Group (MMG) at the University
of Birmingham.
HyProMag’s strategy is to establish short loop
recycling facilities for NdFeB magnets at Tyseley Energy Park in
Birmingham, U.K. (the “Tyseley Recycling Facilities”) and other
locations to provide a sustainable solution for the supply of NdFeB
magnets and alloys for a wide range of markets including, for
example, automotive and electronics. The plant at Tyseley Energy
Park is being developed together with the University of Birmingham,
with a minimum capacity of 100tpa NdFeB (neodymium, iron, boron)
and first production is targeted for 2023. This £4.3 million
project is being funded by Driving the Electric Revolution, an
Industrial Strategy Challenge Fund challenge delivered by UK
Research and Innovation (“UKRI”).
In November 2021, HyProMag established an
80%-owned subsidiary in Germany, HyProMag GmbH, to rollout
commercialisation of HPMS technology into Germany and Europe.
HyProMag GmbH is developing a similar sized plant to that at
Tyseley Energy Park (the “HyProMag GmbH Recycling Facility”).
Initial capacity is expected to be a minimum of 100tpa NdFeB,
comprising recycled rare earth sintered magnets and alloys and will
be the first in Germany using the patented HPMS process, with first
production targeted for 2024. Maginito has entered into a
convertible loan agreement (the “HyProMag GmbH Convertible Loan”)
with HyProMag GmbH, to acquire up to a 50% interest. Under the
terms of the HyProMag GmbH Convertible Loan, Maginito has granted
HyProMag GmbH a loan facility for €2.5 million (approximately C$3.6
million) available to be drawn down in accordance with an agreed
investment plan and convertible into a 50% interest in HyProMag
GmbH.
This investment by Maginito (which will be
funded in part by proceeds from Mkango’s recently completed £3.5
million placing) will contribute to the matched funding
requirements to unlock the €3.7 million (approximately C$5.3
million) grants announced by Mkango on November 23, 2022, for
development of the production facility in Baden-Württemberg
State.
Mkango UK is establishing a pilot plant at
Tyseley Energy Park (the “Mkango UK Pilot Plant”) to chemically
process recycled HPMS NdFeB powder and magnet swarf (i.e. the
powder produced from grinding and finishing magnets) from a range
of scrap sources including electronic waste, electric motors and
wind turbines, complementing the short loop magnet recycling routes
being developed in parallel by HyProMag. The £1.1 million pilot
plant programme is being developed as part of the SCREAM Project
(https://scream-uk.com/). 70% of the costs are being funded by UK
Research and Innovation (UKRI) as part of the Driving the Electric
Revolution challenge.
About Mkango
Mkango's corporate strategy is to develop new
sustainable primary and secondary sources of neodymium,
praseodymium, dysprosium and terbium to supply accelerating demand
from electric vehicles, wind turbines and other clean technologies.
This integrated Mine, Refine, Recycle strategy differentiates
Mkango from its peers, uniquely positioning the Company in the rare
earths sector. Mkango is listed on the AIM Market of the London
Stock Exchange (“AIM”) and the TSX Venture Exchange (“TSX-V”).
Mkango is developing its Songwe Hill rare earths
project (“Songwe”) in Malawi with a Feasibility Study completed in
July 2022 and an Environmental, Social and Health Impact Assessment
approved by the Government of Malawi in January 2023. Malawi is
known as "The Warm Heart of Africa", a stable democracy with
existing road, rail and power infrastructure, and new
infrastructure developments underway.
In parallel, Mkango and Grupa Azoty PULAWY,
Poland's leading chemical company and the second
largest manufacturer of nitrogen and compound fertilizers in
the European Union, have agreed to work together towards
development of a rare earth Separation Plant at Pulawy in Poland
(the “Pulawy Separation Plant”). The Pulawy Separation Plant will
process the purified mixed rare earth carbonate produced at Songwe
Hill.
Through its ownership of Maginito
(www.maginito.com), Mkango is also developing green technology
opportunities in the rare earths supply chain, encompassing
neodymium (NdFeB) magnet recycling as well as innovative rare earth
alloy, magnet, and separation technologies.
Mkango also has an extensive exploration
portfolio in Malawi, including the Mchinji rutile exploration
project, the Thambani uranium-tantalum-niobium-zircon project and
Chimimbe nickel-cobalt project.
For more information, please
visit www.mkango.ca
About CoTec Holdings Corp.
CoTec is a publicly traded investment issuer
listed on the TSX-V. The Company is an ESG-focused company
investing in innovative technologies that have the potential to
fundamentally change the way metals and minerals can be extracted
and processed for the purpose of applying those technologies to
undervalued operating assets and recycling opportunities, as the
company seeks to transition into a mid-tier mineral resource
producer. CoTec is committed to supporting the transition to a
lower carbon future for the extraction industry, a sector on the
cusp of a green revolution as it embraces technology and
innovation.
For more information, please
visit www.cotec.ca.
Cautionary Note Regarding
Forward-Looking Statements
This news release contains forward-looking
statements (within the meaning of that term under applicable
securities laws) with respect to Mkango and CoTec. Generally,
forward looking statements can be identified by the use of words
such as “plans”, “expects” or “is expected to”, “scheduled”,
“estimates” “intends”, “anticipates”, “believes”, or variations of
such words and phrases, or statements that certain actions, events
or results “can”, “may”, “could”, “would”, “should”, “might” or
“will”, occur or be achieved, or the negative connotations thereof.
Readers are cautioned not to place undue reliance on
forward-looking statements, as there can be no assurance that the
plans, intentions or expectations upon which they are based will
occur. By their nature, forward-looking statements involve numerous
assumptions, known and unknown risks and uncertainties, both
general and specific, that contribute to the possibility that the
predictions, forecasts, projections and other forward-looking
statements will not occur, which may cause actual performance and
results in future periods to differ materially from any estimates
or projections of future performance or results expressed or
implied by such forward-looking statements. Such factors and risks
include, without limiting the foregoing, the availability of (or
delays in obtaining) financing to develop Songwe Hill, the Tyseley
Recycling Plant, the HyProMag GmbH Recycling Plant, the Mkango UK
Pilot Plant, the Pulawy Separation Plant, governmental action and
other market effects on global demand and pricing for the metals
and associated downstream products for which Mkango is exploring,
researching and developing, geological, technical and regulatory
matters relating to the development of Songwe Hill, the ability to
scale the HPMS and chemical recycling technologies to commercial
scale, competitors having greater financial capability and
effective competing technologies in the recycling and separation
business of Maginito and Mkango, availability of scrap supplies for
Maginito’s recycling activities, government regulation (including
the impact of environmental and other regulations) on and the
economics in relation to recycling and the development of the
Tyseley Recycling Plant, the HyProMag GmbH Recycling Plant, the
Mkango UK Pilot Plant, the Pulawy Separation Plant and future
investments in the United States pursuant to the proposed
cooperation agreement between Maginito and CoTec, the outcome and
timing of the completion of the feasibility studies, cost overruns,
complexities in building and operating the plants, and the positive
results of feasibility studies on the various proposed aspects of
Mkango’s, Maginito’s and CoTec’s activities. The forward-looking
statements contained in this news release are made as of the date
of this news release. Except as required by law, the Company and
CoTec disclaim any intention and assume no obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
applicable law. Additionally, the Company and CoTec undertake no
obligation to comment on the expectations of, or statements made
by, third parties in respect of the matters discussed above.
For further information on Mkango, please
contact:Mkango Resources Limited |
William
Dawes |
Alexander
Lemon |
Chief Executive Officer |
President |
will@mkango.ca |
alex@mkango.ca |
Canada:
+1 403 444 5979 |
|
www.mkango.ca |
|
@MkangoResources |
|
SP Angel Corporate Finance
LLPNominated Adviser and Joint BrokerJeff Keating, Kasia
BrzozowskaUK: +44 20 3470 0470
Alternative Resource
CapitalJoint BrokerAlex Wood, Keith DowsingUK: +44 20 7186
9004/5
Bacchus Capital
AdvisersFinancial AdviserRichard AllanUK: +44 203 848
1642UK: +44 7857 857 287richard.allan@bacchuscapital.co.uk
For further information on CoTec, please
contract:
CoTec Holdings Corp.Braam
JonkerChief Financial Officerbraam.jonker@cotec.caCanada: +1 604
992-5600
The TSX Venture Exchange has neither
approved nor disapproved the contents of this press release.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
This press release does not constitute an offer
to sell or a solicitation of an offer to buy any equity or other
securities of the Company in the United States. The securities of
the Company will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities Act") and
may not be offered or sold within the United States to, or for the
account or benefit of, U.S. persons except in certain transactions
exempt from the registration requirements of the U.S. Securities
Act.
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