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MAA86 - I don’t disagree with a lot of what you’ve written in principle – project‑level funding, JV structures and downstream partnerships are all perfectly normal in mining. The issue for me is how those “in‑principle” arguments map onto this specific structure and what little we actually know about Cascade.

1) Project‑level equity vs PLC dilution

Yes, raising at project level is common and can be sensible. But in this case the effect is that:

– a 38.2% stake in the core asset‑holding vehicle (Sable) is being sold to a new partner,

– without PRE shareholders having any vote on that transfer of economic interest,

– and without a simple, published look‑through table of what % of Longonjo economics each party will own after all funding steps.

The mechanism matters because it is perfectly possible to “share risk” in a way that also shifts a disproportionate amount of upside to the new money. Until we see the post‑deal cap table and cash‑flow waterfall, we can’t assume this is benign just because project‑level deals are common.

2) Anonymity is not a neutral detail here

I accept that some private capital prefers to stay in the background. But here we’re not talking about a small passive stake – we’re talking about a partner with a blocking position at Sable, board representation, and real influence over NASDAQ strategy and future funding decisions. In that context, “you don’t get to know who they are or what their track record is” is a non‑trivial governance issue, not a footnote. Alignment is great in theory, but you can’t assess alignment when you’re not allowed to know who you’re aligned with.

3) Timelines and risk sit with existing holders

I agree the equity → lender DD → debt → commissioning sequence is standard. The concern is that we’re being asked to accept:

– a complex new ownership structure,

– an anonymous strategic partner, and

– a commissioning target at the back end of 2027 (which even the attendee calls optimistic),

all on the promise that “it will benefit all shareholders” without updated economics or firm offtake to underpin the value case. That’s a lot of execution and price risk to shoulder on trust.

4) Partnerships vs vertical integration

Again, no problem in principle with moving from “own it all” to “partner along the chain” – that’s how most miners end up. But it is a step down from the original mine‑to‑magnet story many of us bought into, and that has implications for the long‑term multiple and upside per share. It’s not enough to say “partnerships reduce capex”; we need clarity on how much of the value chain PRE will actually participate in, and on what terms.I’m not arguing that project‑level equity, anonymous capital or partnership models are inherently bad. I’m saying that, given the size of the stake being sold, the role Cascade will play, and the long runway to first cash flow........

Fly - Thanks for the write‑up, it’s really helpful to have first‑hand notes from the room. A few things stand out to me, though.

1) Why the structure really changed

The official explanation is now: Cascade wanted to be sure there was enough equity at project level (contingency, heavy REE circuit, NASDAQ costs) and the PLC route created takeover threshold complications. That may be true, but the effect is still that a very material deal has been moved to Sable, where PRE holders have no vote, instead of staying at PLC level where 75% approval would have been needed. Even if the board “categorically rejects” the idea that shareholder support was an issue, we end up in the same place, the key economics are now being decided in a vehicle you don’t control.

2) An anonymous controlling partner

It was confirmed that the parties behind Cascade “wish to remain anonymous” and that Pensana people have been instructed not to disclose their identities. At the same time, Cascade is taking 38.2% of Sable, board representation, and driving the NASDAQ strategy. That’s a huge amount of influence to give to a private investor whose beneficial owners and track record we can’t independently assess. If this is truly “strategic capital” with a strong history of value creation, I don’t see why basic information about who they are can’t be shared with the market.

3) Timelines and execution risk

Reading between the lines, the realistic sequence now looks like:

– equity close in “weeks to months”;

– ABSA + EXIM debt 6–9 months after that;

– commissioning “towards the end of 2027” if everything lines up.

That’s a long, execution‑heavy runway in which Cascade will effectively be co‑controlling the core asset while PRE shareholders are being asked to take it on trust that the final economics will “benefit all shareholders.”

4) Strategy shift vs previous messaging

The new narrative is clearly about partnerships with Solvay/eVac/ReElement and OEMs like Apple/Microsoft, rather than owning mid‑stream/down‑stream yourself. That may well be more realistic financially, but it’s also a long way from the earlier mine‑to‑magnet integrated story that many originally bought into. If PRE is now primarily a minority upstream and “participation” vehicle, the board needs to be explicit about what that means for long‑term value per share.

For me the key next step isn’t more warm words about “strategic partners”, it’s a very simple set of disclosures:

– a clear table of post‑deal ownership and cash‑flow rights at PLC/Sable/Ozango and any downstream JVs;

– a basic profile of Cascade’s beneficial owners and funding obligations;

– and an updated economic case showing how much NPV/IRR actually accrues to each PRE share under this structure.

Until we can see that on paper, it’s hard to take “the revised structure will benefit all shareholders” as anything more than marketing.

Just thoughts, do with as you will.

Rare Earths Price Floor (2026):

Japan, via JARE (a partnership of the government-backed Japan Organisation for Metals and Energy Security and Sojitz Corp), secured a long-term agreement with Australian miner Lynas Rare Earths, effective until 2038. This deal establishes a price floor of $110 per kilogram for neodymium-praseodymium (NdPr) oxide.

Strategic Rationale:

This measure guarantees a stable supply for Japanese industry while shielding producers like Lynas from volatility in the market, which is largely dominated by Chinese production.

Targeted Procurement:

Japan has committed to purchasing at least 5,000 tons of NdPr annually, with options to purchase up to 75% of Lynas's heavy rare earths.

Energy Sector (2025):

The Japanese electricity market has experienced constraints on price arbitrage due to a fixed price floor, which analysts noted could impact future investments

Recent rise against the grain implies leaky ship. Not against it, but get news out and a rerate :-)

Japan intent beyond what is know around envirpro to date makes sense given the recent Japan news. Also if you wanted to pick just one “next logical” geography beyond what’s already on the table, I’d put South Korea near the top, followed by France/Italy as EU spokes into the German hub. Again, a signal of intent would work wonders.

I also see green box Benny is back! Look out there will be gap to fill at 17p

The Bank Trump Is Relying On for Rare-Earth Minerals - The New York Times https://share.google/rXhMVUAisLZAqXUMR

S-H-A-R-E

E-X-C-H-A-N-G-E

weird "**************" replacement

clear ************** continuing at 53-54p

A few chunky buys on tsx have reversed there. Chunky for tsx lol - 32k

The advertised spread, does that reflect fair play bob? 10%+

I thought they were market makers?

Clearly a buyer taking as much as they can at 53p and below.

This RNS may fly under radar with whats coming down the line but why it’s strategically significant?

-Feedstock problem solved (at scale):

Rare earth recyclers live or die on getting concentrated, low‑contamination scrap; Inserma turns millions of end‑of‑life HDDs into exactly that, rather than letting magnets and gold/silver disappear into generic shredding.

- Perfect fit with data‑centre boom:

The RNS explicitly links Inserma to hyperscale data centre growth, citing an expected 5× increase in European data‑centre capacity; that means a huge, predictable future flow of HDD magnets that HyProMag is now positioned to capture.

- Economics and moat:

Automated 3‑second extraction, no heat‑treatment or manual dismantling, secure on‑site data destruction and separate high‑value magnet/PCBA streams together lower operating costs and increase recovered value, making HyProMag more competitive versus generic e‑waste players.

- Global, not just UK:

Because Inserma units are easily co‑located at data centres, shredders, smelters or HyProMag sites, Mkango now has a portable “ore sorter” for urban mining that can be rolled out alongside its HPMS plants in Germany, the US and (potentially) Japan.

Ultimately, Tyseley no longer just has a clever HPMS plant waiting for feed; with the second Inserma unit commissioned, Mkango is visibly building an integrated, scalable HDD‑to‑magnet/oxide supply chain across the UK, Germany and the US, right as hyperscale data‑centre growth becomes a major NdFeB scrap source

CS - I’m genuinely not questioning your right to build scenarios, I’m questioning the conclusions you’re asking other holders to draw from them. There’s a big difference between:

– “here’s a relative sensitivity to debt/equity mix if you hold everything else flat,” and

– “this Cascade structure definitely adds value for PRE shareholders.

”When you put specific NPVs like US$1.6bn and US$2.87bn into a public post, most readers will understandably treat those as more than just abstract reference points, especially when they’re not aligned with any recently published project economics.

That’s why I keep highlighting the gap between what’s actually disclosed in RNS/FEED work and the way your conclusions are framed.

For the record, I’ve never said your spreadsheets are “invalid”, only that, given the number of non‑RNS assumptions they rely on, they’re not a safe basis to declare the deal unequivocally accretive.

If you’re confident in your work, it shouldn’t need to label anyone who disagrees as “malicious” or a troll.In any case, boards and future investors will judge this transaction on hard numbers: final ownership percentages, updated NPV/IRR, and how much of that actually flows to each PRE share. That’s where I’ll stay focused, regardless of who is or isn’t on filter

CS - I don’t doubt you’ve put a lot of time into your model, and it’s useful to see someone stress‑testing different debt/equity and recovery scenarios. However, I don’t think you can jump from “my proportional outcome looks better” to “this transaction definitely adds value for existing PRE shareholders” without dealing with three big gaps.

1 - Assumptions vs disclosed economics

You’re using a lot of inputs that are not in any recent RNS – including your US$1.6bn → US$2.87bn “pie growth” – whereas the last formal FEED update we have talks about a US$2.4bn post‑tax NPV at 8% on Adamas pricing, not 2.87bn. Mixing unpublished assumptions with published NPVs and then treating the result as proof that this specific Cascade structure “adds value” is a big stretch. The direction of travel (more capital, higher recoveries) may help, but the size of the effect is still guesswork until Pensana publishes an updated, independently‑signed economic case.

2 - Price paid for the slice vs your own upside

On your numbers, Cascade’s US$165m is buying them a very substantial share of whatever uplift comes from better recoveries and extra capex. If you really believe the “pie” moves from US$1.6bn to US$2.87bn, then Cascade’s 26‑27% look‑through ends up linked to several hundred million dollars of future NPV for a US$150m cheque at Sable level. That may still be rational if the alternative is “no funding, no project”, but it’s not automatically a slam‑dunk win for PRE holders – it might just be the least‑bad way to get Longonjo built.

3 - Mechanics matter because they drive who gets paid

Saying “the mechanisms of the debt/equity structure are interesting but not critical” is where I disagree most. Here the whole controversy is the mechanism: instead of raising the full US$160m at PLC level (which needed a 75% vote), they are issuing a small amount of PLC equity within existing authorities and selling 38.2% of the key subsidiary to Cascade without a shareholder vote. The same operational project can deliver very different per‑share outcomes depending on where in the chain value is captured and how easy it is to dilute PLC minorities again in future. That’s exactly why people are focusing on Sable/Ozango percentages and governance rather than just the headline NPV.

I’m not saying bringing in Cascade and extra capex can’t improve the project or that Longonjo shouldn’t be funded – we’re all here to make money, agreed. The open question is whether this particular deal structure and price is the best risk‑adjusted outcome for existing PRE shareholders, given the economic stakes you’ve outlined.

To answer that, and im banging the sane drum we need the board to publish a clear, updated economic model and a simple post‑deal ownership/cash‑flow map, not just assurances that “value is being added.”

I have no skin in this game, but interesting debate nonetheless and a good read through to my MKA holding.

Good night all.

Https://panafricanvisions.com/2026/03/malawis-rare-earth-gambit-how-africas-poorest-nation-became-the-worlds-most-strategically-valuable/

I wonder if Malawis gov will invest? Equally get the infrastructure in order to support the project's. An element of cart before horse with them.

That Japanese article is basically a macro tailwind for exactly what Mkango/HyProMag are trying to do. Japan is now throwing tens of billions of yen at rare earth recycling, covering 50–66% of capex for new recycling plants, automated magnet extraction and advanced separation tech under METI’s economic security budget.

The whole objective is to slash dependence on Chinese rare earth imports and switch to “urban mining” of NdFeB magnets from scrap motors and electronics. That is precisely the problem set HyProMag’s HPMS process is built for: efficient liberation and reuse of NdFeB magnet alloy from end‑of‑life products.

Mkango already has an MoU with Envipro, a major Japanese recycler, to run NdFeB recycling trials in the UK and Japan and jointly market HPMS technology and recycled magnet products into the Japanese supply chain.

With Tokyo now subsidising a big chunk of the plant capex for this kind of infrastructure, the odds of those trials evolving into funded commercial capacity in Japan just improved.

In other words, Japan’s new subsidy regime is not some vague

“good news for the sector”

it directly strengthens the strategic rationale for the Envipro–HyProMag collaboration and increases the chances that Mkango ends up with a meaningful, policy‑supported recycling footprint in what is probably the world’s most sophisticated rare earth magnet market.

I do think there’s a fair bit of political theatre in those comments. Pointing to “14 years since the exploration licence” without mentioning that the MDA only got signed in mid‑2024 glosses over how much time was eaten by government processes on their side as well as Mkango’s on ours.

They also know full well that Mkango is now trying to fund a vertically‑integrated Songwe + downstream strategy via the US listing / SPAC route and associated PIPE, in what has been a brutal funding environment for anything mining‑related. That’s not the same as a company sitting on its hands.

So yes, there is an element of “do as we say, not as we’ve done” in the public messaging. But I’d still rather see Parliament and the ministries making noise *in favour* of getting Songwe into production than ignoring it. Pressure on Mkango to move, plus pressure (even if implicit) on the bureaucracy to clear the last licensing and implementation hurdles, is exactly what you want to see at this stage – provided they back the rhetoric with practical support when the project and its financing are ready to go.

To me that reads less like “we’re coming for your licence” and more like a political shot across the bows of both Mkango and the bureaucracy: after this long, everyone is expected to move faster – final licensing, MDA implementation, and then construction.

It actually reinforces that Songwe is still being treated as a flagship project;

the risk is more about timelines and patience than about the asset suddenly being on the chopping block.

This is exactly the bit that worries me from a governance and fairness perspective.

The company originally proposed selling 144.5m new PRE shares for US$160m, which did require a special resolution and 75% shareholder support, and then quietly switched to:

– issuing only 13.55m new PRE shares at 80p (≈£10.8m / ≈US$14.5m), which sits just within existing authorities and pre‑emption limits, and

– selling 38.2% of Sable for US$150m, which sits below PLC level and therefore needs no vote from PRE shareholders at all.

In other words, the structure seems to have been redesigned not because the economics changed, but because they knew they couldn’t get 75% of us to approve the original dilution at PLC level. Instead, they’ve maximised what they can do to the register without asking us (13.55m shares) and pushed the real deal – transfer of a big slice of Longonjo economics – into a subsidiary where RIs have no direct say.

You can argue that, legally, they’re within their rights. But if a board has to re‑route a US$160–165m funding package through a less transparent structure precisely to avoid a vote they were likely to lose, that tells you all you need to know about the alignment between management and existing PIs.

That’s why PIs should be less focused on the marketing spin around “strategic investment” and more focused on getting a full, post‑deal ownership and cash‑flow map so we can see exactly how much of Longonjo you still effectively own – and how easily it can be diluted again in future.

If we take your “pie growth” numbers at face value, they actually underline the concern rather than remove it.

On your figures, the project NPV goes from US$1.6bn to US$2.87bn. If Cascade ends up with c.27.13% look‑through, that’s a US$779m slice of future value for a US$150m cheque today – roughly 5x money on day‑one NPV terms.So we’re back to the same question:

– Either the US$2.87bn number is too optimistic, in which case the “bigger pie” argument weakens; or

– If the uplift is realistic, then Pensana is selling a very valuable slice of that future upside to Cascade on what looks like very generous economics for them.

I’m not saying there’s no case for bringing in a deep‑pocketed partner that funds capex and helps optimise the flowsheet – that de‑risks the project for all Investors. But if we’re going to use these headline NPVs in the debate, we should be honest about what they imply: at your own numbers, Cascade is getting exposure to US$779m of future value for US$150m today.

That’s exactly why you should want the board to publish a clear, updated economic model and a post‑deal ownership table, so you can judge whether the price of that de‑risking is fair for existing PRE holders.