Mr. Darrin Campbell reports

NAMIBIA CRITICAL METALS SELLS NON-CORE ASSETS IN NAMIBIA TO SYLLA GOLD CORP.

Namibia Critical Metals Inc. has entered into a share purchase agreement with Sylla Gold Corp. to divest four non-material gold properties located in Namibia. Under the agreement, Sylla is to acquire Namibia Critical Metals' 95-per-cent interest in its Namibian subsidiaries that own the rights, title and interest to the Grootfontein, Erongo, Otjiwarongo and Kaoko licences, and certain associated assets.

Namibia Critical Metals now fully focuses on advancing its Lofdal heavy rare-earth project and is working to deliver a prefeasibility study (PFS) in H2 2024.

Terms of the agreement

As consideration for the acquisition, Sylla shall: (i) issue to Namibia Critical Metals three million common shares at a deemed issuance price of five cents per common share; and (ii) make a cash payment to Namibia Critical Metals of $100,000.

Closing is subject to the satisfaction (or waiver) of a number of conditions precedent, including, but not limited to receipt of all regulatory approvals and the acceptance of the TSX Venture Exchange. The transaction is a non-arm's-length transaction pursuant to TSX Venture Exchange policies as Darrin Campbell, president and a director of Namibia Critical Metals, is also a director of Sylla.

About Namibia Critical Metals Inc.

Namibia Critical is developing the Tier 1 heavy rare-earth project, Lofdal, a globally significant deposit of the heavy rare-earth metals dysprosium and terbium. Demand for these critical metals used in permanent magnets for electric vehicles, wind turbines and other electronics is driven by innovations linked to energy and technology transformations. The geopolitical risks associated with sourcing many of these metals has become a repeated concern for manufacturers and end-users. Namibia is a proven and stable mining jurisdiction.

The Lofdal project is fully permitted with a 25-year mining licence and is under a joint venture agreement with Japan Organization for Metals and Energy Security (JOGMEC).

We seek Safe Harbor.