Mr. William Dawes reports
MKANGO RESOURCES LTD ANNOUNCES POUNDS STERLING 3.0M RAISED - ADVANCE RARE EARTH MAGNET RECYCLING
Mkango Resources Ltd. has conditionally raised gross proceeds of 3.0 million British pounds (approximately $5.6-million) through the issuance, on a private placement basis, of 10 million units of the company at a price per unit of 30 pence (approximately 56 cents). A unit comprises one common share of the company and half of one warrant. Each whole warrant will entitle the holder to acquire one common share at a price of 45 pence per common share for a period of two years following the closing of the subscription.
William Dawes, chief executive of Mkango, stated: "We are delighted by the continued support and confidence from our existing shareholders reflected in this [three-million-British-pound] investment. This funding enables continued momentum on the development and scale-up of the rare earth magnet recycling and manufacturing projects in the U.K. and Germany and strengthens the balance sheet in a crucial period as we continue to evaluate opportunities for rolling out HyProMag operations in additional jurisdictions and other new growth opportunities. The company continues to engage with government and grant funding bodies in the USA, Europe and Asia to advance its projects across the rare earth supply chain.
"In parallel with development of its recycling and magnet manufacturing businesses and following the definitive business combination agreement between wholly owned subsidiary Lancaster Exploration and Crown PropTech Acquisitions announced in July, 2025, Mkango is progressing towards the Nasdaq listing of its advanced-stage Songwe Hill rare earths project in Malawi and Pulawy separation project in Poland. This will create a publicly traded, vertically integrated, global pure play rare earths platform, against the backdrop of strong market sentiment in the rare earths sector and focus on development of more robust rare earth supply chains."
The net proceeds of the subscription after fees are expected to be approximately 2.8 million British pounds (approximately $5.3-million). The issue price equates to a discount of 9.32 per cent and 13.49 per cent to the trailing five-day volume-weighted average prices (VWAPs) of Mkango's shares on the AIM (Alternative Investment Market) and the TSX Venture Exchange, respectively. The company intends to use the net proceeds of the subscription to finance continuing recycling development costs in Germany and the United Kingdom and to finance continuing corporate costs.
The subscription is expected to close on or around Oct. 1, 2025, and is subject to the receipt of all necessary approvals, including the approval of the TSX-V, and admission of the subscription shares to trading on the AIM.
The subscription shares and warrant shares will rank pari passu with the company's existing shares and an application will be made for the subscription shares to be admitted to trading on the AIM. It is expected that admission will become effective, and dealings in the subscription shares will commence, at 8 a.m. on or around Oct. 1, 2025. The subscription shares and warrant shares will be subject to a statutory hold period in Canada expiring on the date that is four months and one day from issuance of the units and will also be listed for trading on the TSX-V, provided that approval of such listing from the TSX-V is obtained.
In accordance with the disclosure guidance and transparency rules (DTR 5.6.1R), the company hereby notifies the market that, immediately following admission, its issued and outstanding share capital will consist of 345,992,907 common shares. The company does not hold any shares in treasury. Shareholders may use this figure as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the company under the Financial Conduct Authority's disclosure and transparency rules.
In connection with the subscription, Mkango has agreed to pay, at completion of the subscription, commissions of 5 per cent in cash and 5 per cent in non-transferable broker warrants with reference to cash raised by Jub Capital Management LLP. In addition, JUB Capital will be entitled to a corporate finance fee of 5,000 British pounds (approximately $9,400). A fee of 1 per cent in cash will be payable to SP Angel on any proceeds raised in the transaction that are settled through SP Angel and not a direct subscription with the company, payable on completion of the subscription. The broker warrants will have a term of three years from issue and an exercise price of 30 pence (approximately 56 cents). The total number of broker warrants to be issued on completion of the placing is 500,000. Payment of the commissions to the brokers (and issuance of the broker warrants and the common shares issuable pursuant to exercise of the broker warrants) is subject to acceptance of the TSX-V. The common shares issuable pursuant to exercise of the broker warrants will be subject to a statutory hold period in Canada expiring on the date that is four months and one day from issuance of the broker warrants.
About Mkango Resources Ltd.
Mkango is listed on the AIM and the TSX-V. 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 Ltd., which is owned 79.4 per cent by Mkango and 20.6 per cent by Cotec Holdings Corp., 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 Ltd. 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 United Kingdom and Germany, respectively, and a 100-per-cent interest in Mkango Rare Earths U.K. Ltd., focused on long-loop rare earth magnet recycling in the United Kingdom through a chemical route.
Maginito and Cotec are also rolling out HPMS (hydrogen processing of magnet scrap) recycling technology into the United States through the 50/50-owned HyProMag USA LLC joint venture company.
Mkango also owns the advanced-stage Songwe Hill rare earths project in Malawi and the Pulawy rare earths separation project in Poland. Both the Songwe and Pulawy projects have been selected as strategic projects under the European Union Critical Raw Materials Act. Mkango has signed a business combination agreement (BCA) with Crown PropTech Acquisitions (CPTK) to list the Songwe Hill and Pulawy rare earths projects on the Nasdaq Stock Market through a special-purpose-acquisition-company (SPAC) merger. Completion of the SPAC merger is subject to satisfaction of the conditions set forth in the BCA.
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