Namibia Critical Metals Inc. Receives Proceeds of $1,154,762 from Exercise of Warrants

HALIFAX, NS — December 22, 2025 — Namibia Critical Metals Inc. (TSXV: NMI; OTCQB: NMREF) announced it has received C$1,154,762 in gross proceeds following the full exercise of two previously issued tranches of common share purchase warrants, totaling 14,761,904 warrants. Each whole warrant entitled the holder to acquire one common share of the Company. Net proceeds will be used for general working capital.

Details of the Warrant Exercises

• First tranche: Exercised at C$0.05 per warrant, for total proceeds of approximately C$321,429. These warrants were issued in connection with a non-brokered private placement completed on November 28, 2024, and were set to expire on November 28, 2025.
• Second tranche: Exercised at C$0.10 per warrant, for total proceeds of approximately C$833,333. These warrants were issued in connection with a non-brokered private placement on December 22, 2023, and were set to expire on December 22, 2025.

About Namibia Critical Metals Inc.

Namibia Critical Metals Inc. is advancing the Tier-1 Lofdal Heavy Rare Earth Project in Namibia, a globally significant source of dysprosium and terbium—key elements used in high-performance permanent magnets for electric vehicles, wind turbines, and other advanced technologies. With growing demand driven by the energy transition and broader technology adoption, secure and diversified supply of these metals remains a strategic priority worldwide. Namibia is recognized as a stable and established mining jurisdiction.

The Lofdal Project holds a 25-year Mining License and is being developed under a joint venture with Japan Organization for Metals and Energy Security (JOGMEC).

About JOGMEC and the Lofdal Joint Venture

JOGMEC is a Japanese government-backed independent administrative agency focused on securing stable supplies of energy and mineral resources for Japan. It has a long-standing track record as a strategic, long-term partner in mineral projects globally, including in the rare earths sector. Past initiatives have included significant financing packages to support rare earth supply chains and, in 2025, a partnership with Iwatani Corporation to invest in heavy rare earth separation capacity in France.

Key JV Terms at Lofdal

• Ownership: Namibia Critical Metals holds a 95% interest in Lofdal, with the remaining 5% reserved for the benefit of Historically Disadvantaged Namibians.
• Earn-in structure: JOGMEC to fund C$3,000,000 in Term 1 and C$7,000,000 in Term 2 to earn a 40% interest; Term 3 contemplates an additional C$10,000,000 to earn a further 10% interest.
• Additional rights: JOGMEC may purchase an additional 1% interest for C$5,000,000 and holds a first right of refusal to fully fund the project through to commercial production, with the option to purchase all production at market prices.
• Dilution protection: The combined interests of Namibia Critical Metals and Historically Disadvantaged Namibians cannot be diluted below a 26% carried working interest upon payment of C$5,000,000 to JOGMEC for dilution protection. Following completion of the earn-in, NMI may elect to fund pro rata to maintain up to a 44% interest.

Project status: JOGMEC has completed Term 2 and earned a 40% interest by meeting the C$10 million expenditure threshold. Total approved project funding to date stands at approximately C$16,745,000 of the C$20,000,000 earn-in required to reach a 50% interest.

Cautions and Notices

Neither the TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

This news release includes forward-looking information within the meaning of applicable securities laws. Forward-looking statements often use words such as “plan,” “expect,” “project,” “intend,” “believe,” “anticipate,” “estimate,” “may,” “will,” “potential,” and similar expressions, and relate to events or conditions that may occur in the future. Such statements reflect management’s opinions and estimates as of the date made and are subject to known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially. Readers should not place undue reliance on forward-looking information. The Company undertakes no obligation to update forward-looking statements except as required by law.