REG - Mkango Resources Ltd - Project Development Funding of US$ 4.6 Million

Mkango ResourcesAnnouncement

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RNS Number : 0989B  Mkango Resources Limited  29 September 2025

 

 

MKANGO RESOURCES LTD.

550 Burrard Street

Suite 2900

Vancouver

BC V6C 0A3

Canada

U.S. International Development Finance Corporation Provides Project
Development Funding of US$ 4.6 Million to the Songwe Hill Rare Earth Mining
Project in Malawi

LONDON / VANCOUVER: 29 September 2025 - Mkango Resources Ltd (AIM/TSX-V: MKA)
("Mkango" or the "Company") is pleased to announce that its indirect wholly
owned subsidiary, Lancaster Exploration Limited ("MKAR," to be renamed Mkango
Rare Earths Limited) has entered into a Project Development Funding Agreement
(the "Agreement") with the U.S. International Development Finance Corporation
(the "DFC"), the U.S. government's development finance institution, to secure
US$ 4.6 million in reimbursable funding ("Project Development Funding") as
part of the DFC's Project Development strategy for the Songwe Hill rare earth
project in Malawi ("Songwe Hill" or the "Project").

Receipt of the Project Development Funding is subject to satisfaction of
certain conditions set out in the Agreement. The funds are expected to support
Project Development activities in the form of Front-End Engineering Design
(FEED) and value engineering studies. A copy of the Agreement will be filed
under the Company's profile on SEDARplus at https://sedarplus.ca/home/
(https://sedarplus.ca/home/) .

Project Development Funding is to be equally matched by MKAR contributions
over the next 18 months. The Funds will need to be repaid to the DFC only if,
within ten years of the signing of the Agreement, MKAR obtains financing
sufficient to initiate construction, operations, or other material
implementation of the Project. Further, for a period until five years after
the termination of the Agreement, the DFC will have the right (but not the
obligation) to directly provide and/or arrange for financing or investment for
the Project on commercial terms substantially comparable to or better than the
terms of other financing options available to finance the Project when
considered in conjunction with the other benefits brought by DFC to the
Project in connection with the Project Development.

The DFC's Project Development product is part of the U.S. Better Utilization
of Investments Leading to Development (BUILD) Act and provides support for
high-impact companies to overcome operational, financial, and developmental
challenges, thereby enhancing project viability and readiness for future
investment. Project Development Funding is tailored for projects with the
potential to receive later DFC financing.

 Further funding for MKAR or the Project is at the discretion of the DFC and
will be contingent on the successful completion of associated FEED and value
engineering studies.

Alexander Lemon, President and Founding Director of Mkango commented: "I am
delighted to announce the participation of the DFC to assist MKAR to fast
track the development of the Songwe Hill Rare Earth Mining Project in Malawi.
The DFC recognises the game-changing development potential of the Project and
this initial Project Development Funding provides a path for MKAR to secure
the longer-term development funding needed to develop Songwe Hill and position
the Mkango group as one of the few key players in the global rare earth supply
chain."

About the U.S. International Development Finance Corporation

The U.S. International Development Finance Corporation (DFC), established in
2019 with bipartisan support under President Trump, is America's development
finance institution. DFC partners with the private sector to advance U.S.
foreign policy and strengthen national security by mobilizing private capital
around the world. DFC invests across strategic sectors including critical
minerals, modern infrastructure, and advanced technology - fostering economic
development, supporting U.S. interests, and delivering returns to
American taxpayers.

 

About Mkango Resources Ltd.

 

Mkango is listed on AIM and the TSX Venture Exchange. Mkango's corporate
strategy is to become a market leader in the production of recycled rare earth
magnets, alloys and oxides, through its interest in Maginito Limited
("Maginito"), which is owned 79.4 per cent by Mkango and 20.6 per cent by
CoTec Holdings Corp ("CoTec"), and to develop new sustainable sources of
neodymium, praseodymium, dysprosium and terbium to supply accelerating demand
from electric vehicles, wind turbines and other clean energy technologies.

 

Maginito holds a 100 per cent interest in HyProMag Limited ("HyProMag") and a
90 per cent direct and indirect interest (assuming conversion of Maginito's
convertible loan) in HyProMag GmbH, focused on short loop rare earth magnet
recycling in the UK and Germany, respectively, and a 100 per cent interest in
Mkango Rare Earths UK Ltd ("Mkango UK"), focused on long loop rare earth
magnet recycling in the UK via a chemical route.

 

Maginito and CoTec are also rolling out HyProMag's recycling technology into
the United States via the 50/50 owned HyProMag USA LLC joint venture company.

 

Mkango also owns the advanced stage Songwe Hill project, a rare earths,
uranium, tantalum and niobium exploration portfolio in Malawi, as well as the
Pulawy Rare Earth's separation project in Poland. Both the Songwe Hill and
Pulawy projects have been selected as Strategic Projects under the European
Union Critical Raw Materials Act.

 

Pulawy, located in a Special Economic Zone in Poland, stands adjacent to the
EU's second largest manufacturer of nitrogen fertilisers, and features
established infrastructure, access to reagents and utilities on site.

 

Mkango has signed a Business Combination Agreement ("BCA") with Crown PropTech
Acquisitions ("CPTK") to list the Songwe Hill and Pulawy rare earths projects
on NASDAQ via a business combination (the "Proposed Business Combination").
Completion of the Proposed Business Combination is subject to satisfaction of
the conditions set forth in the BCA.

 

For more information, please visit www.mkango.ca (https://www.mkango.ca/) .

 

Market Abuse Regulation (MAR) Disclosure

 

The information contained within this news release is deemed by Mkango 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.

 

Cautionary Statement Regarding Forward-Looking Statements

 

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.

 

All statements other than statements of historical facts contained in this
news release, including statements regarding MKAR's and Mkango's future
financial position, results of operations, business strategy, and plans and
objectives of their management team for future operations, are forward-looking
statements. Any statements that refer to projections, forecasts or other
characterizations of future events or circumstances, including any underlying
assumptions, are also forward-looking statements. In some cases, you can
identify forward-looking statements by words such as "estimate," "plan,"
"project," "forecast," "intend," "expect," "anticipate," "believe," "seek,"
"strategy," "future," "opportunity," "may," "target," "should," "will,"
"would," "will be," "will continue," "will likely result," "preliminary," or
similar expressions that predict or indicate future events or trends or that
are not statements of historical matters, but the absence of these words does
not mean that a statement is not forward-looking. Forward-looking statements
include, without limitation, CPTK, Mkango, MKAR or their respective management
teams' expectations concerning the ability of MKAR to utilize the Project
Development from the DFC to advance its activities, the ability of MKAR to
repay the Project Development Funding provided by the DFC, the provision of
additional funding by the DFC, the outlook for their or MKAR's business,
productivity, plans, goals for future operational improvements, capital
investments, operational performance, future market conditions, economic
performance, developments in the capital and credit markets, expected future
financial performance, capital expenditure plans and timeline, mineral reserve
and resource estimates, production and other operating results, productivity
improvements, expected net proceeds, expected additional funding, the
percentage of redemptions of CPTK's public shareholders, growth prospects and
outlook of MKAR's operations, individually or in the aggregate, including the
achievement of project milestones, commencement and completion of commercial
operations of certain of MKAR's projects, future listing of MKAR on Nasdaq, as
well as any information concerning possible or assumed future results of
operations of Mkango and MKAR. Forward-looking statements also include
statements regarding the expected benefits of the Proposed Business
Combination. The forward-looking statements are based on the current
expectations of the respective management teams of CPTK, Mkango and MKAR, as
applicable, and are inherently subject to uncertainties and changes in
circumstance and their potential effects. There can be no assurance that
future developments will be those that have been anticipated. These
forward-looking statements involve a number of risks, uncertainties or other
assumptions that may cause actual results or performance to be materially
different from those expressed or implied by these forward-looking statements.
These risks and uncertainties include, but are not limited to, (i) the risk
that the Proposed Business Combination may not be completed in a timely manner
or at all, which may adversely affect the price of CPTK's, MKAR's or Mkango's
securities, (ii) the risk that the Proposed Business Combination may not be
completed by CPTK's business combination deadline, or at all, and the
potential failure to obtain an extension of the business combination deadline
if sought by CPTK, MKAR or Mkango (iii) the failure to satisfy the conditions
to the consummation of the Proposed Business Combination, including the
approval of the Business Combination Agreement by Mkango ,the shareholders of
CPTK, and the TSX-V, the satisfaction of the minimum cash amount following
redemptions by CPTK's public shareholders and the receipt of certain
governmental and regulatory approvals, (iv) market risks, including the price
of rare earth materials, (v) the occurrence of any event, change or other
circumstance that could give rise to the termination of the Business
Combination Agreement, (vi) the effect of the announcement or pendency of the
Proposed Business Combination on CPTK's, Mkango's or MKAR's business
relationships, performance, and business generally,  (vii) the outcome of any
legal proceedings that may be instituted against CPTK or MKAR related to the
business combination agreement or the Proposed Business Combination, (viii)
failure to realize the anticipated benefits of the Proposed Business
Combination, (ix) the inability of MKAR to meet the listing requirements of
the Nasdaq Stock Market, or if listed, the inability of MKAR to maintain the
listing of its securities on the Nasdaq Stock Market, (x) the risk that the
price of MKAR securities may be volatile due to a variety of factors,
including changes in the highly competitive industries in which MKAR plans to
operate, variations in performance across competitors, changes in laws,
regulations, technologies, natural disasters or health epidemics/pandemics,
national security tensions, and macro-economic and social environments
affecting its business, and changes in the combined capital structure, (xi)
the inability to implement business plans, forecasts, and other expectations
after the completion of the Proposed Business Combination, identify and
realize additional opportunities, and manage its growth and expanding
operations, (xii) the risk that MKAR may not be able to successfully develop
its assets, (xiii) the risk that MKAR will be unable to raise additional
capital to execute its business plan, which many not be available on
acceptable terms or at all, (xiv) political and social risks of operating in
Malawi or Poland, (xv) operational hazards and risks that MKAR could face, and
(xvi) the risk that additional financing in connection with the Proposed
Business Combination may not be raised on favorable terms, in a sufficient
amount to satisfy the minimum cash amount condition to the Business
Combination Agreement. The foregoing list is not exhaustive, and there may be
additional risks that CPTK, Mkango, or MKAR presently do not know or that they
currently believe are immaterial. You should carefully consider the foregoing
factors, any other factors discussed in this news release and the other risks
and uncertainties described in CPTK's filings with the SEC, Mkango's filings
on SEDAR+, the risks to be described in a registration statement on Form F-4,
which will include a proxy statement/prospectus, and those discussed and
identified in filings made with the SEC by CPTK and MKAR, from time to time.
CPTK, Mkango, and MKAR caution you against placing undue reliance on
forward-looking statements, which reflect current beliefs and are based on
information currently available as of the date a forward-looking statement is
made. Forward-looking statements set forth in this news release speak only as
of the date of this news release. None of CPTK, Mkango, or MKAR undertakes any
obligation to revise forward-looking statements to reflect future events,
changes in circumstances, or changes in beliefs. In the event that any
forward-looking statement is updated, no inference should be made that CPTK,
Mkango, or MKAR will make additional updates with respect to that statement,
related matters, or any other forward-looking statements. Any corrections or
revisions and other important assumptions and factors that could cause actual
results to differ materially from forward-looking statements, including
discussions of significant risk factors, may appear, up to the consummation of
the Proposed Business Combination, in CPTK's or MKAR's public filings with the
SEC, which are or will be (as appropriate) accessible at www.sec.gov
(https://www.sec.gov) , or Mkango's public filings on SEDAR+, which you are
advised to review carefully.

 

For further information on Mkango, please contact:

 

Mkango Resources Limited

 

 

Alexander Lemon                     William Dawes

President                                Chief
Executive Officer

alex@mkango.ca (mailto:alex@mkango.ca)
(mailto:alex@mkango.ca)             will@ (mailto:will@mkango.ca)
mkango.ca (mailto:will@mkango.ca)

 

UK: +44 20 7372 2744

www.mkango.ca (https://www.mkango.ca)

@MkangoResources

 

SP Angel Corporate Finance LLP

Nominated Adviser and Joint Broker

Jeff Keating, Jen Clarke, Devik Mehta

UK: +44 20 3470 0470

 

Alternative Resource Capital

Joint Broker

Alex Wood, Keith Dowsing

UK: +44 20 4530 9160/9177

 

Cohen Capital

Strategic and Financial Adviser

Brandon Sun

USA: +1 929 432 1254

 

Welsbach Corporate Solutions LLC

Supply Chain Advisor

Daniel Mamadou SG:

+65 6879 7107

 

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 shall not constitute an offer to sell, or a solicitation of
an offer to buy, or a recommendation to purchase, any securities in any
jurisdiction, or the solicitation of any vote, consent or approval in any
jurisdiction in connection with or with respect to the Proposed Business
Combination, nor shall there be any sale, issuance or transfer of any
securities in any jurisdiction where, or to any person to whom, such offer,
solicitation or sale may be unlawful under the laws of such jurisdiction. This
press release does not constitute either advice or a recommendation regarding
any securities. No offering of securities shall be made except by means of a
prospectus meeting the requirements of the Securities Act of 1933, as amended,
or an exemption therefrom.

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