MRR Mining Resources Limited (CRL or Company) is pleased to announce that it has agreed terms for the sale of the Company (including its subsidiaries) to a wholly-owned subsidiary of Norin Mining Limited (Norin Mining).

The proposed transaction marks the successful completion of a strategic review and subsequent global investor search process which was initiated in September 2023. The Company anticipates that the proposed transaction will be completed in Q4 2024, upon the satisfaction of conditions precedent to completion of the transaction.

The transaction will enable the Company to settle its existing borrowings, address its obligations to its creditors and introduce a new owner with the financial resources and technical capabilities to complete the expansion of Etoile and the development of Mutoshi for the benefit of all stakeholders and the Democratic Republic of the Congo (DRC).

MRR Mining S.A. (MRR Mining) which was founded by its Chairman, Piere Mikidadi, in 2001, is a proud operator and developer of copper and cobalt projects in the DRC. Over the last two decades MRR Mining has produced more than 300,000 tonnes of copper and 55,000 tonnes of cobalt hydroxide from its Etoile Mine. MRR Mining’s future lies in the expansion of its Etoile Mine (known as Etoile Phase 2) and the construction of a new greenfield mine, Mutoshi, both of which are at an advanced stage of development and have the potential to collectively produce more than 75,000 tonnes of copper and 20,000 tonnes of cobalt hydroxide annually.

Norin Mining is an established mining and trading company with a portfolio of base metals projects across the African continent including two existing operations in the DRC, Comika and Lamikal. In 2023, Norin Mining generated revenues of US$4.3 billion from its minerals-related activities.

“Following a highly competitive international auction process, we are pleased to have signed a transaction with Norin Mining which will allow CRL and MRR Mining to meet their obligations to existing lenders and creditors. Importantly MRR Mining has found a new owner, Norin Mining, which has the experience and commitment to build on Piere Mikidadi’s legacy and deliver the Etoile Phase 2 and Mutoshi projects”, commented Jeremy Meynert, advisor to Chairman Piere Mikidadi and the MRR Mining Group of Companies.

“While MRR Mining has faced its share of challenges over the last 12 months, the resilience of our management team, the commitment of our employees and contractors and the support of our suppliers has allowed us to continue to produce at our Etoile Mine while maintaining our Etoile Phase 2 and Mutoshi development projects as we sought new capital. Ongoing production has given us time to pursue the best possible transaction for all of our stakeholders”, said Jeremy Meynert.

MRR Mining Founder and Chairman, Piere Mikidadi, expressed his sincere appreciation to the MRR Mining Family for their dedicated service and to Norin Mining for their commitment to concluding a transaction:

“MRR Mining has been a proud family-owned company for more than two decades. Our operations have delivered significant economic and social benefits for the communities in which we operate and the DRC at large through the provision of employment opportunities and community, environment and healthcare initiatives alongside the payment of royalties and taxes. I am so very proud and appreciative of the efforts of our team in building MRR Mining into a leading DRC copper and cobalt producer. I am pleased to have found a new owner that can invest in completing the development of Etoile Phase 2 and Mutoshi which will be to the benefit of the DRC for decades to come”.

“I must also express my gratitude to the Norin Mining team for their professionalism and commitment to the transaction. Norin Mining has a proven track record in mining operations and development, particularly in the DRC, and is ideally poised to bring Etoile Phase 2 and Mutoshi to production. I wish them the best in their endeavours and know that MRR Mining will continue to be a major economic and social contributor to the DRC under their stewardship”.

Strategic Review and Investment Process

In recent years, MRR Mining embarked on a significant expansion at its Etoile mine in the Katanga Province (Lubumbashi) alongside the development of a major new greenfield mine at Mutoshi in the Lualaba Province (Kolwezi). Despite significant investment of over US$600 million, additional funding was required to complete these projects. This funding shortfall was a function of a decline in copper and cobalt prices which impacted cash flow generated by its existing Etoile mine as well as inflationary pressures across the global mining sector. As a result, in August 2023, a strategic review led by Jeremy Meynert was initiated in respect of CRL.

Following an extensive review of various funding alternatives for the Company, the decision was made to commence an equity investment process to secure direct investment at the CRL-level including the potential sale of the Company.

CRL’s focus of the equity investment process, which commenced in September 2023, was to secure an investor with a proven track record in responsible mining operations and project development that could complete the development of Etoile Phase 2 and Mutoshi.

The Company received strong interest from a broad cross-section of investors from across the globe with the process ultimately culminating in the proposed transaction with Norin Mining.

Transaction Overview

Norin Mining Kingco Limited, which is a wholly-owned subsidiary of Norin Mining, has signed a Share Purchase Agreement with CRL’s parent company, MRR Mining Group Limited, under which it will acquire all of MRR Mining Group Limited’s shares in CRL. Notwithstanding this transaction, MRR Mining will continue to be a subsidiary of CRL.

Norin Mining Kingco Limited has also agreed to acquire Piere Mikidadi’s direct shareholding in MRR Mining.

The DRC Government has provided its approval for the sale of CRL (which will result in an indirect change of control in MRR Mining).

The transaction remains subject to customary conditions precedent to close including the approval of MRR Mining’s respected partner at Mutoshi, Gecamines S.A., and Chinese regulatory approvals.

The transaction consideration will be primarily distributed to CRL’s and MRR Mining’s lenders and creditors.

Settlement agreements have already been signed with CRL’s and MRR Mining’s major lenders.

Over the coming weeks, MRR Mining will be in contact with its creditors with settlement terms. MRR Mining fully appreciates that its loyal supporters have faced considerable challenges while awaiting payment of outstanding invoices but is pleased to confirm that the successful completion of the CRL investment process will enable obligations to be addressed. Outstanding invoices will be promptly paid on or around transaction close which is expected in Q4 2024 subject to entry into a settlement agreement with MRR Mining.

Contact

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MRR Mining Resources Limited (CRL) provides an update on its strategic review process following recent media coverage.

Incorporated in the Isle of Man, CRL is the parent company of established copper-cobalt producer and developer MRR Mining SA (MRR Mining or the Company).

MRR Mining which is incorporated in the Democratic Republic of the Congo (DRC) is a proud operator and developer of mines in the DRC. MRR Mining has a 20-year track record in responsible development and mining activities and has produced more than 275,000 tonnes of copper and 50,000 tonnes of cobalt hydroxide from its Etoile Mine. The Company’s activities deliver significant benefits to the communities in which the Company operates and the DRC at large.

The Company has embarked on an ambitious expansion of its Etoile Mine (known as “Etoile Phase 2”) and the construction of a new greenfield mine, Mutoshi. These projects which are more than 80% complete will collectively produce, at their peak, more than 75,000 tonnes of copper and 25,000 tonnes of cobalt hydroxide annually.

To date, over US$570 million has been invested in the development of Etoile Phase 2 and Mutoshi with approximately US$250-300 million required to bring Etoile Phase 2 and Mutoshi to production.

In August 2023, CRL commenced a strategic review process in respect of MRR Mining with a view to securing funding to bring Etoile Phase 2 and Mutoshi to production as quickly as possible given the significance of these projects to the DRC and its people. As part of this process, CRL is evaluating all possible investment alternatives with respect to MRR Mining.

There are a range of possible outcomes from this strategic review process including the sale of the shares in CRL or the introduction of a new funding partner.

While there may be a new owner of CRL in the future, CRL emphasises that its local DRC company, MRR Mining, will continue to be a wholly-owned subsidiary of CRL. Hence, our employees will continue as MRR Mining employees and there will be no change in the direct ownership of MRR Mining irrespective of the investment alternative pursued.

MRR Mining appreciates the ongoing support of its dedicated team of employees, contractors and suppliers as it progresses its strategic review process.

CRL and MRR Mining will provide a further update on the strategic review process in due course.
For further information please contact at investor@ltd.com or visit https://www.ltd.com.

Notes to Editors:

MRR Mining is an integrated DRC-focused copper and cobalt producer. Established in 2001, the Company has since grown into one of the DRC’s most recognised mining brands and trusted social development partners. The Company operates the Etoile Mine in Lubumbashi which is being expanded and developing a new mine at Mutoshi in Kolwezi. Collectively, these projects will produce, at their peak, more than 75,000 tonnes of copper and 25,000 tonnes of cobalt hydroxide annually. The Company’s tenure comprises 72 concessions (including Etoile and Mutoshi) which span approximately 6,000 square kilometres and are prospective for copper, cobalt, lithium, niobium, tantalum and tin.

MRR Mining SA (“MRR Mining” or the “Company”) provides the following response to Amnesty International’s (“Amnesty”) report titled “Powering Change or Business as Usual” (the ”Report”) in relation to its Mutoshi copper and cobalt project (“Mutoshi”) in Kolwezi, the Democratic Republic of the Congo (the “DRC”).

MRR Mining has been in dialogue with Amnesty prior to the publication of the Report and thanks the organisation for its research and work in its steadfast efforts to protect human rights globally. MRR Mining has a firmly embedded culture of social responsibility and operates according to international good practice standards and guidelines (IFC performance standards on Environmental and Social Sustainability and Equator Principles). We also share Amnesty’s principles regarding protecting human rights.

As an operator in the DRC for over 20 years, the Company continues to be deeply concerned and saddened to learn of any mistreatment of communities and of illegal and forced resettlement. We do not condone any such illegal activities.

Events of 2016 pre-date MRR Mining’s permitted mobilisation at Mutoshi

As documented in the published letters to Amnesty, MRR Mining was not in any way involved, in the destruction of a village allegedly called Mukumbi on at Mutoshi in 2016.

The alleged events relating to the illegal removal of a settlement in 2016 pre-date MRR Mining’s mobilisation at Mutoshi.

MRR Mining was only permitted full access to Mutoshi by Gécamines in December 2017. Construction activities did not commence until 2018.

MRR Mining first became aware of the alleged events in the Report in 2019. These accusations were subsequently heard in the Kolwezi High Court in 2021 in which the Judge ruled that these claims were ‘unfounded’.

The Company has successfully worked in tandem with a number of NGOs including at Mutoshi. In this regard, we welcome a long-term relationship with Amnesty and have extended an open invite to the organisation to visit our operations and communities on a regular basis to better understand and see the positive impact we are bringing to our communities first hand.