4 March 2026
THIS ANNOUNCEMENT
CONTAINS
INSIDE
INFORMATION
Pensana Plc ("Pensana"
or the
"Company")
Increased US$165 million Strategic Investment to support U.S. Mine to Magnet
strategy
Proposed adjournment of General Meeting
Pensana (PRE.LSE) is pleased to provide an update on the proposed Strategic
Investment of US$165 million ("Strategic Investment") in support of the
development of the Company's U.S. Mine-to-Magnet strategy, by Cascade Natural
Resources Limited ("Cascade"). This is further to the announcements of 9
December 2025 and 10 February 2026 and the Notice of General Meeting dated 10
February 2026 and increases the total amount of the investment to be made by
Cascade.
Cascade intends to advance the Strategic Investment to Pensana and its group
companies by way of:
* Investment of US$15 million into Pensana by way of a subscription
for 13.55 million new ordinary shares at 80 pence per share representing a 3.8
% interest in the Company.
* Investment of US$150 million into the Company's wholly owned
subsidiary Sable Min Unipessoal Lda ("Sable") which is a majority shareholder
in Ozango Minerais S.A. ("Ozango") the developer of the Longonjo Rare Earth
Mine for a 38.2% interest in Sable.
* As a result of the Strategic Investment Cascade will own 3.8% of
Pensana and 38.2% of Sable.
The Strategic Investment remains subject to long-form documentation and
completion which are expected in the coming weeks.
Alongside the proposed US$160 million ABSA debt funding package (U.S. EXIM
Guaranteed) the Strategic Investment would provide for the construction of the
Longonjo mine, including execution of the recently announced drill programme
and HREE recovery facility, early downstream development initiatives and the
costs associated with the proposed NASDAQ listing along with all corporate
costs ahead of Longonjo's first production scheduled for 2027.
ABG Sundal Collier, a leading independent Nordic investment bank, has acted as
Pensana's financial advisor for the Strategic Investment.
General Meeting
Based on the structure of the revised Strategic Investment, the Directors
currently have sufficient authority to issue the 13.55 million ordinary shares
in Pensana to Cascade, free of preemption rights.
Accordingly, it is proposed that the forthcoming General Meeting scheduled for
9 March 2026 will in effect be cancelled and will be adjourned until further
notice ( sine die ) without the
resolutions set out in the notice of meeting being put to the meeting.
In order to provide an update to shareholders on the Strategic Investment and
the US Mine to Magnet strategy more generally the Directors have arranged for
a corporate update to be given at the same time and venue proposed for the
General Meeting namely 10 a.m. on 9 March 2026 at Simmons & Simmons LLP,
CityPoint, 1 Ropemaker Street, London, EC2Y 9SS.
About Pensana
Pensana is developing one of the world's largest and highest-grade magnet
metal rare earth mines which will produce initially 20,000 tpa of a clean high
value MREC including both LREE and HREE. The plan is to expand production to
40,000 tpa of MREC once initial operations have been established.
The Longonjo operation will extract, concentrate, calcine and chemically
refine the free dig material to produce a high-value MREC which will be railed
273 kilometers in containers to the Atlantic port of Lobito for export.
Pensana is looking to establish a world class fully integrated mine-to-magnet
supply chain in partnership with U.S. partners and with support from U.S.
Government.
The Longonjo mine is located adjacent to the Lobito rail corridor
approximately 60 kilometers west of the provincial capital of Huambo in
central Angola.
The project is currently under development, comprises an open pit,
concentrator and recovery plants, tailings storage facility (designed to meet
the requirements of the Global Industry Standard on Tailings Management),
process water supply, bulk power supply, mine infrastructure, workshops,
offices, accommodation village, recreational facilities, and other associated
infrastructure.
The information contained within this announcement is considered by the
Company to constitute inside information as stipulated under the Market Abuse
Regulations (EU) No.596/2014. Upon the publication of this announcement via a
Regulatory Information Service, this inside information will be
considered to be
in the public domain.
The person
responsible for arranging
for the release
of this announcement on behalf of the Company is Paul
Atherley (Chairman).
- ENDS-
For further
information,
please
contact:
Shareholder/analyst
enquiries:
Pensana Plc
Paul Atherley, Chairman
IR@pensana.co.uk
Tim George, Chief Executive Officer
Rob Kaplan, Chief
Financial Officer
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