Andrada Mining Limited (AIM: ATM, OTCQB: ATMTF), the technology-metals producer with mining and exploration assets in Namibia, is pleased to announce it has, on 26 June 2024, executed a legally binding agreement to restructure Uis Tin Mining Company (“UTMC”), the operational Namibian entity that holds the Company’s licences (ML133, ML134 and ML129) (the “Licences”), to ensure a more efficient corporate structure going forward, subject to certain conditions.

Background to the Transaction

The Company is seeking to increase its ownership interest in UTMC, from 85% to 100% through the acquisition of the 15% interest currently held by the Small Miners of Uis (“SMU”).

The SMU is a not-for-gain (Section 21 of the Namibian Companies Act 2004) organisation established by the Minister of Mines and Energy of Namibia to support the economic development of Namibians in historical mining areas. UTMC was a joint venture between SMU and Andrada’s wholly owned subsidiary Andrada Mining (Namibia) (Pty) Ltd (“Andrada Namibia”) to ensure the economic development of the Licences. To date, the collaboration has been considered very successful in implementing its mandated responsibility to operate Uis Mine and to develop all the licences. SMU has a 15% interest in UTMC and under the proposed transaction this interest is being ultimately sold to Andrada Namibia.

The SMU has approved as part of the transaction, the transfer of a 5% ownership interest in UTMC, from its original 15% ownership interest in UTMC, to Sinco Investments Five (Pty) Limited (“Sinco”), to fulfil its mandate to further empower Namibians and enable access to the mining industry. Subject to satisfaction of the completion conditions set out below, Andrada Namibia will then acquire this 5% interest in UTMC from Sinco, as Sinco has expressed a preference to hold Andrada listed shares. Sinco is a locally owned and managed investment company focussed on developing mining and construction projects within Namibia. It works with partners across the mining value chain to advance Namibian interests. This transaction is a continuation of Andrada’s strategic positioning to benefit Namibia through collaboration with SMU to unlock multiple critical minerals while empowering local Namibians.

The Directors believe that this transaction will simplify Andrada’s ownership structure in the Uis and Lithium Ridge licences, whilst still giving the SMU and Sinco economic exposure to the development of the Company’s assets through a shareholding in Andrada itself. The Directors also believe the new structure will allow streamlining of operations for value creation and will create the opportunity for more rapid development of the assets through the introduction of project specific financing partner solutions.

Anthony Viljoen, Chief Executive Officer, commented:

“We believe that this transaction reflects the strong and collaborative relationship Andrada has built with the SMU over the years. It signifies our mutual growth and development as partners, and the progression of SMU as an organisation. Furthermore, it marks a significant step forward, with the aim to leverage our combined strengths to advance the economic revival of historical mining areas and upliftment of local communities.

Building on this momentum, we have reached a mutually beneficial share swap agreement that upholds our commitment to empower local Namibians. The net effect of this restructure should be value-accretive for all Andrada shareholders and facilitates Andrada’s long-term strategy. Andrada’s full ownership of the Uis and Lithium Ridge licences will provide strategic optionality to enhance the value proposition of our portfolio, and on completion we will be well-positioned to unlock the full potential of both assets through the various ongoing strategic discussions that the Company is currently undertaking. I look forward to providing updates as the transactions progress.”

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