Namibia Critical Metals Sells Non-Core Assets in Namibia to Sylla Gold Corp.

HALIFAX, NS / ACCESSWIRE / March 19, 2024 / Namibia Critical Metals Inc. ("Namibia Critical Metals" or the "Company" or "NCMI") (TSXV:NMI)(OTCQB:NMREF) announces that it has entered into a share purchase agreement with Sylla Gold Corp. ("Sylla" or "SYG") to divest four non-material gold properties located in Namibia. Under the agreement, Sylla is to acquire NCMI's 95% interest in its Namibian subsidiaries that own the rights, title and interest to the Grootfontein, Erongo, Otjiwarongo, and Kaoko licences, and certain associated assets.

NCMI now fully focuses on advancing its Lofdal Heavy Rare Earth Project and is working to deliver a Pre-Feasibility Study (PFS) in H2 2024.

Terms of the Agreement

As consideration for the acquisition, Sylla shall: (i) issue to NCMI 3,000,000 common shares at a deemed issuance price of $0.05 per common share; and (ii) make a cash payment to NCMI 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 NCMI, is also a director of Sylla.

About Namibia Critical Metals Inc.

NCMI 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 License and is under a Joint Venture agreement with Japan Organization for Metals and Energy Security (JOGMEC).

About Japan Organization for Metals and Energy Security (JOGMEC) and the JV

JOGMEC is a Japanese government independent administrative agency which seeks to secure stable resource supplies for Japan. JOGMEC has a strong reputation as a long term, strategic partner in mineral projects globally. JOGMEC facilitates opportunities with Japanese private companies to secure supplies of natural resources for the benefit of the country's economic development.