East Africa Metals Inc. Announces MOU for the Development of the Magambazi/Handeni Mining Project in Tanzania

East Africa Metals Inc. (TSXV: EAM,OTC:EFRMF) ("EAM" or the "Company"), is pleased to announce that the Company has entered into a binding Memorandum of Understanding ("MOU") with Ubora Minerals Company Limited ("Ubora") to acquire and develop the Company's Magambazi and Handeni mining project in Tanzania. Ubora is a subsidiary company of Anchises Capital Precious Metal Fund LLC ("Anchises"), which holds 50,200,000 common shares of the Company, representing approximately 18.66% of the Company's issued and outstanding shares. Accordingly, Ubora is a "Non-Arm's Length Party" of the Company, as defined under the policies of the TSX Venture Exchange.

Terms of the MOU include:

  • Cash payment of US$1.0 million upon signing of a definitive agreement that replaces the MOU (a "Definitive Agreement"), in lieu of US$1.7 million owed to EAM by PMM Mining Company Limited ("PMM").

  • 4% Net Smelter Returns royalty, subject to annual minimum royalty, advanced royalties, and cumulative 10-year guarantee payment terms.

  • Buyout of PMM's interest in the Magambazi/Handeni project.

  • Project development within 48 months after obtaining all necessary approvals and acquiring control of the project, as required by applicable regulatory authorities.

  • A minimum annual production rate of 40,000 ounces of gold within 48 months of commercial production.

In October 2020, the Company signed a Share Purchase Agreement and Gold Purchase Agreement with PMM, a Tanzanian private company, to develop the Magambazi mining project. In December 2022 due to PMM's lack of performance, non-compliance with the terms and conditions of the Mining License Agreement respecting the project and a litany of breaches to PMM's agreements with the Company, the Tanzanian Ministry of Minerals suspended PMM's operations at the project site and the renewal of the mining licenses. Since that time EAM's management has been engaged with the Tanzanian government and PMM to resolve issues inhibiting the development of commercial mining operations at Magambazi.

In August 2024, the Tanzanian Government intervened again to mediate a resolution to PMM's non-compliance. The Minister of Minerals imposed a process under which EAM and PMM were instructed to engage in discussions and develop an MOU to mutually agree on appointing a third-party developer to advance the Magambazi Project.

The MOU and the transaction represented thereunder is subject to a number of conditions, including approval by the Tanzanian Mining Commission and other relevant government authorities, the entering of a Definitive Agreement, and approval of the TSX Venture Exchange.

As noted above, Ubora is an affiliate of Anchises, and accordingly the transaction contemplated in the MOU is a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). The transaction is exempt from the formal valuation requirement under MI 61-101 because no securities of the Company are listed on any of the markets specified in Section 5.5(b) of MI 61-101 and is exempt from the minority shareholder approval requirement under MI 61-101 because the aggregate fair market value of the transaction does not exceed 25% of the Company's market capitalization.

About East Africa Metals Inc.

The Company's principal assets include a 30% Net Profits Interest in the Mato Bula and Da Tambuk mines (collectively "Adyabo Property") and a 70% project interest in the Harvest polymetallic VMS Exploration Project in the Tigray Region of Ethiopia. In addition, the Company has a 30% Net Streaming Interest in the Magambazi Mine in the Tanga Region of Tanzania.

EAM has invested US$66.8M in African exploration since 2005 and has identified a total of 2.8 million ounces of gold and gold-equivalent resources representing an average discovery cost per ounce of US$24.

More information on the Company can be viewed at the Company's website: www.eastafricametals.com.

For further information please contact:

Nick Watters, Business Development
Telephone +1 (604) 488-0822
Email investors@eastafricametals.com
Website www.eastafricametals.com

Cautionary Statement Regarding Forward-Looking Information

This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified using forward-looking terminology such as "anticipate", "believe", "plan", "expect", "intend", "estimate", "forecast", "project", "budget", "schedule", "may", "will", "could", "might", "should", "indicate" or variations of such words or similar words or expressions. Forward-looking information is based on reasonable assumptions that have been made by East Africa as at the date of such information and is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of East Africa to be materially different from those expressed or implied by such forward-looking information, including but not limited to: timing of receipt of mining permit; timing of mining development; projected heap leach recoveries ; early exploration; the closing of the agreement with the exploration and development company to advance the Magambazi Project or identify any other corporate opportunities for the Company; mineral exploration and development; metal and mineral prices; availability of capital; accuracy of East Africa's projections and estimates, including the initial mineral resource for the Adyabo, Harvest and Magambazi Properties; interest and exchange rates; competition; stock price fluctuations; availability of drilling equipment and access; actual results of current exploration activities; government regulation; political or economic developments; foreign taxation risks; environmental risks; insurance risks; capital expenditures; operating or technical difficulties in connection with development activities; personnel relations; the speculative nature of strategic metal exploration and development including the risks of diminishing quantities of grades of reserves; contests over title to properties; and changes in project parameters as plans continue to be refined, as well as those risk factors set out in in East Africa's management's discussion and analysis for the three months and nine months ended December 31, 2024 and for the year ended March 31, 2024, and East Africa's listing application dated July 8, 2013. Mineral Resources, which are not Mineral Reserves, do not have demonstrated economic viability. The contained gold, copper and silver figures shown are in situ. No assurance can be given that the estimated quantities will be produced. Forward-looking statements are based on assumptions management believes to be reasonable, including but not limited to the timely closing of the financing; the timely execution of the Handeni Property Definitive Agreement and closing thereunder; the price of gold, silver, copper and zinc; the demand for gold, silver, copper and zinc; the ability to carry on exploration and development activities; the timely receipt of any required approvals; the ability to obtain qualified personnel, equipment and services in a timely and cost-efficient manner; the ability to operate in a safe, efficient and effective manner; the renewal or extension of exploration Licenses; the regulatory framework regarding environmental matters, and such other assumptions and factors as set out herein. Although East Africa has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. The Company does not update or revise forward looking information even if new information becomes available unless legislation requires the Company do so. Accordingly, readers should not place undue reliance on forward-looking information contained herein, except in accordance with applicable securities laws. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/262721

News Provided by Newsfile via QuoteMedia

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