Namib Minerals (NAMM) Registration filing summary

Company overview and business model

• Operates three high-grade, low-cost gold mines in Zimbabwe, with one producing (How Mine) and two (Mazowe and Redwing) being prepared for restart; also holds 13 exploration permits in the DRC for copper and cobalt.

• Produced 36.7koz of gold and generated $85.9M in revenue in 2024, with 8% and 32% growth over the prior year, respectively.

• Strategic focus on expanding gold production, restarting Mazowe and Redwing, and developing battery metals in the DRC.

• All gold sales are to a single government-controlled entity in Zimbabwe, with 75% of proceeds in USD and 25% in local currency.

• Committed to ESG, with ISO-certified safety and environmental systems and community development initiatives.

Financial performance and metrics

• 2024 revenue: $85.9M; gross profit: $38.8M; net profit: $3.6M; positive cash flow from operations: $19.1M.

• Production costs: $38.7M; C1 cost per ounce: $1,150; AISC per ounce: $1,535.

• Cash and cash equivalents at year-end 2024: $0.7M; negative working capital: $(37.0)M; total liabilities exceed assets by $30.9M.

• Capital expenditures in 2024: $7.7M; planned $6.8M over next three years for mine capacity increases.

• Short-term and long-term borrowings total $2.5M; in compliance with all debt covenants.

Use of proceeds and capital allocation

• Will not receive proceeds from resale of shares or warrants by selling securityholders.

• Could receive up to $213.6M if all warrants are exercised for cash; proceeds would be used for general corporate purposes and working capital.

• Likelihood of warrant exercise depends on share price exceeding $11.50; as of July 2025, shares traded at $7.08.