Amendment to Mustang Energy Investment Agreement

Market Abuse Regulation ("MAR") Disclosure

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR. 

02 September 2022

Bushveld Minerals Limited

("Bushveld Minerals", "Bushveld" or the "Company")

Amendment to the Investment Agreement between Bushveld Energy and others and Mustang Energy Plc ("Mustang")

On 27 April 2021, Bushveld Minerals Limited (AIM: BMN), the AIM-quoted, integrated primary vanadium producer and energy storage solutions provider, with ownership of high-grade assets in South Africa, announced an investment by Mustang Energy Plc ("Mustang"; "LON: MUST"), into VRFB Holdings Limited ("VRFB-H") to acquire an indirect interest of 11.05 per cent in Enerox GmbH ("Enerox"). The investment was financed through the issue of US$8,000,000 Convertible Loan Notes ("CLNs") to several investors ("Noteholders") bearing 10% interest per annum (the "Mustang Capital Raise").

A condition of the CLNs was that if the Mustang shares were not readmitted to the Official List (by way of a Standard Listing) and to trading on the London Stock Exchange's main market for listed securities ("Readmission"), Mustang had the right, on behalf of the Noteholders, to require Bushveld Minerals to issue new ordinary shares (at a price equal to the 20 day volume weighted average price of a new Bushveld ordinary share prior to the date of issue) as is equivalent to the principal amount of each Noteholder's CLNs together with all accrued and unpaid interest thereon. In exchange, Mustang will transfer a proportionate number of its VRFB-H shares to Bushveld Energy Limited (the "Backstop").

Mustang has notified the Company that one of the Noteholders of CLNs (the "Redeeming Noteholder") with a principal amount of US$1.25 million (and accrued and unpaid interest thereon) wishes to effect the Backstop in respect of its CLNs. Discussions between the Company and the Redeeming Noteholder are currently underway to finalise the arrangements to effect the Backstop.

In addition, the parties to the Investment Agreement dated 26 April 2021 (being Bushveld, Mustang, VRFB-H, Bushveld Energy Limited and Acacia Resources) and as amended and restated on 18 January 2022 and 28 March 2022, have now agreed to extend the date by which Mustang's shares are readmitted to the Official List (by way of a Standard Listing) and to trading on the London Stock Exchange's main market for listed securities ("Readmission") until 28 October 2022. The extension is to allow for the finalisation of a prospectus and review process of that prospectus by the Financial Conduct Authority in connection with Readmission.

ENDS

Enquiries: info@bushveldminerals.com  

ABOUT BUSHVELD MINERALS LIMITED 

Bushveld Minerals is a low-cost, vertically integrated primary vanadium producer. It is one of only three operating primary vanadium producers, owning 2 of the world's 4 operating primary vanadium processing facilities. In 2021, the Company produced 3,592 mtV, representing approximately 3% of the global vanadium market. With a diversified vanadium product portfolio serving the needs of the steel, energy and chemical sectors, the Company participates in the entire vanadium value chain through its two main pillars: Bushveld Vanadium, which mines and processes vanadium ore; and Bushveld Energy, an energy storage solutions provider. Bushveld Vanadium is targeting to materially grow its vanadium production and achieve an annualised steady state production run rate of between 5,000 mtVp.a. and 5,400 mtVp.a by the end of 2022. Growth plans to expand to 8,000 mtVp.a. will be pursued, subject to funding and market conditions.

Bushveld Energy is focused on developing and promoting the role of vanadium in the growing global energy storage market through the advancement of vanadium-based energy storage systems, specifically Vanadium Redox Flow Batteries ("VRFBs")

Detailed information on the Company and progress to date can be accessed on the website www.bushveldminerals.com