Lifezone Metals Ltd.

Lifezone Metals Ltd. is a junior nickel exploration company headquartered in Douglas, United Kingdom, operating primarily in Africa. The company's portfolio consists of 1 development project. Key assets include Kabanga. The company's business model is centered on developing vertically integrated metals operations and licensing its proprietary hydrometallurgical processing technology. This technology is positioned as a cleaner alternative to traditional smelting, designed to offer lower energy consumption, reduced emissions, and potentially lower capital and operating costs. The operational approach involves pairing resource development with in-house processing capabilities to achieve full value-chain control and enhanced supply chain transparency. A key component of the business is the commercialization of its intellectual property through strategic partnerships, including a venture focused on recycling spent materials. The 2023 acquisition of a specialized hydrometallurgical laboratory and engineering firm provides in-house capabilities for pilot testing, process design, and research and development, aiming to streamline project timelines and support technology optimization. The business is structured across 3 segments: metals extraction and refining, intellectual property licensing, and corporate services.

Strategic priorities are focused on the phased development of the company's primary asset and the commercialization of its proprietary processing technology through targeted partnerships. A key initiative involves a 2-phased development plan, beginning with the construction of an underground mine and concentrator, followed by a hydrometallurgical refinery. The organization is actively pursuing the monetization of its marketing rights through offtake agreements with potential end-users, particularly those in the battery supply chain. Another strategic pillar is the advancement of a recycling partnership with a major natural resource company to recover metals from spent autocatalysts, with a feasibility study expected to conclude in the first half of 2025. The company's funding strategy relies on a combination of existing cash reserves, strategic partner investments, and potential future equity or debt financing. A central element of the long-term strategy is the option held by a strategic partner to acquire a majority stake in a key subsidiary, contingent upon the satisfactory completion of a definitive feasibility study and other conditions, which would transition operational management of the asset to the partner.

The board of directors is composed of 8 members and is divided into 3 classes with staggered 3-year terms. Governance is managed through 6 board committees: Audit, Compensation, Nominating and Corporate Governance, Investment, Sustainability, and Disclosure. The Audit Committee chair is designated as a financial expert, and the board has determined that a majority of its directors are independent. Executive leadership is led by a Chief Executive Officer with over 23 years of experience in corporate finance and merchant banking, including extensive work across Africa. The board also includes a Lead Independent Director with over 30 years of experience in the natural resource sector, including roles in production, equity analysis, and investment banking. The company has adopted a 2023 Omnibus Incentive Compensation Plan to grant equity-based awards to directors, officers, and employees, aligning their interests with shareholders. The company operates as a foreign private issuer and follows certain home country governance practices, including an exemption from the shareholder approval requirement for issuances of 20% or more of its outstanding shares.

The company's sustainability approach is fundamentally linked to its proprietary hydrometallurgical technology, which is designed to offer a lower environmental footprint compared to traditional smelting by reducing greenhouse gas emissions and eliminating sulfur dioxide emissions. Key social initiatives include the implementation of a Resettlement Action Plan, developed to meet both national and international standards for project-affected communities, which addresses compensation, livelihood restoration, and mitigation of adverse impacts. The organization has completed Environmental and Social Impact Assessments for its planned mine, refinery, and resettlement projects, securing the necessary national approval certificates. A core commitment is to maximize in-country value creation through local content policies that prioritize the employment of national citizens, including in management positions, and emphasize local procurement of goods and services. The company has also established a dedicated Sustainability Committee at the board level to oversee the development and implementation of its corporate strategy and policies related to environmental, social, health, and safety matters.

The corporate structure is defined by key strategic partnerships and ownership arrangements. A primary operating subsidiary is structured as a joint venture with a national government, which holds a 16% non-dilutable free-carried interest. A leading global resource company holds a 17% equity interest in this key subsidiary, with an option to increase its ownership to a majority stake upon the completion of a definitive feasibility study and fulfillment of other conditions. In 2024, the company entered into a subscription agreement with a major global natural resource company to establish a recycling partnership, creating a new entity in which the partner holds a 6% interest. In 2023, the company completed the acquisition of Simulus Group Pty Ltd, a hydrometallurgical laboratory and engineering firm, to secure in-house technical and research capabilities. The company became publicly traded in 2023 through a business combination with a Special Purpose Acquisition Company, which included a concurrent PIPE financing transaction. The founder and his immediate family collectively hold significant influence with an approximate 30% ownership stake as of December 31, 2024.