Rainbow Rare Earths Limited Npv — MoU with Neo Performance Materials

(LSE:RBW) Rainbow Rare Earths Limited has signed a Memorandum of Understanding (MoU) with Neo Performance Materials (TSX:NEO) for technical support and design input for Rainbow’s final solvent extraction (SX) separation circuit at the Phalaborwa project in South Africa. In exchange for the use of Neo’s SX technology, Rainbow will provide offtake rights to Neo covering 40% of the annual separated >99% purity NdPr oxide production and 65% of the annual mixed SEG+ heavy rare earth carbonate production from Phalaborwa. Test work using Rainbow’s high-grade rare earth element (REE) solution is currently underway at Neo’s facilities in Estonia. Both companies have committed to expeditiously advance binding long-form agreements in respect of the MoU, with Estonian test work proceeding concurrently. The final SX circuit is expected to deliver separated NdPr oxide at >99% purity and a mixed SEG+ heavy rare earth carbonate containing dysprosium and terbium, suitable for further separation at Neo’s facilities. Neo has completed technical due diligence on Rainbow’s Phalaborwa project, validating Rainbow’s status as a near-term supplier of rare earth products. Pricing for the offtake will be on arms-length commercial terms based on relevant rare earth price indices. Rainbow and Neo have also agreed to consider a toll treatment arrangement for the balance of the SEG+ product, allowing Rainbow to market the balance of its separated Dy, Tb, and Y. Initial test work is underway in Estonia, and Neo will assist with running a confirmatory integrated pilot-scale SX plant in Johannesburg to support the Definitive Feasibility Study (DFS). Completion of the DFS is planned for H1 2027. Rainbow plans to publish a Pre-Feasibility Study (PFS) in Q4 2026, which will provide an interim update on the economics of the Phalaborwa project and incorporate initial SX test work. The PFS will define the final product, process, and waste streams with sufficient certainty to progress both financing and permitting workstreams. The PFS is being completed in accordance with SEC Regulation S-K 1300 as Rainbow continues to evaluate the opportunity to pursue a U.S. listing. George Bennett, CEO of Rainbow, stated that finalising the technology partner for the SX separation process was the last step required to complete the definition of the process to extract REEs from phosphogypsum waste. Rahim Suleman, President & CEO of Neo Performance Materials, commented that the partnership advances Neo's strategy to build a secure and resilient rare earth magnet supply chain supported by diverse, secondary sources of rare earth feedstock. The Phalaborwa project is described as having the potential for a lower development risk profile than many greenfield projects, as the phosphogypsum is already at surface and requires no new mining. The partnership aims to jointly optimize the process from recovery through final separation, providing customers with secure, traceable supply chains for critical minerals.

Grant of Share Based Remuneration

(LSE: RBW) Rainbow Rare Earths Limited announced the grant of share-based remuneration to Directors and Persons Discharging Managerial Responsibility (PDMR), totaling 15,206,892 awards, including 3,148,835 Nil Priced Share Options vesting 30 June 2027, 10,698,058 Nil Priced Share Options vesting over 2-3 years, and 1,360,000 Restricted Share Units vesting 30 June 2027. George Bennett received 823,663 Nil Priced Share Options vesting 30 June 2027 and 3,122,771 Nil Priced Share Options vesting over 2-3 years, totaling 3,946,434. James Beams received 1,250,000 Nil Priced Share Options vesting over 2-3 years. Pete Gardner received 465,172 Nil Priced Share Options vesting 30 June 2027 and 1,825,286 Nil Priced Share Options vesting over 2-3 years, totaling 2,290,458. Dave Dodd received 1,000,000 Nil Priced Share Options vesting over 2-3 years. Adonis Pouroulis received 1,125,000 Nil Priced Share Options vesting 30 June 2027. Alex Lowrie received 375,000 Nil Priced Share Options vesting 30 June 2027. Darryll Castle received 360,000 Nil Priced Share Options vesting 30 June 2027. Shawn McCormick received 625,000 Restricted Share Units vesting 30 June 2027. Atul Bali received 375,000 Restricted Share Units vesting 30 June 2027. J Peter Pham received 360,000 Restricted Share Units vesting 30 June 2027. Other staff received 3,500,000 Nil Priced Share Options vesting over 2-3 years. The Nil Priced Share Options issued to George Bennett, CEO, and Pete Gardner, CFO, vesting 30 June 2027, are issued under the Company’s short term incentive scheme as a non-cash bonus, calculated as 60% and 45% of their respective base salaries based on the share price at 30 June 2026. 5,700,000 Nil Priced Share Options relate to the year ended 30 June 2025, vesting equally over two years from 30 June 2026, and 4,998,058 relate to the year ended 30 June 2026, vesting equally over three years from 30 June 2026. The Nil Priced Share Options and Restricted Share Units issued to Non-Executive Directors are considered an element of total annual fees and are awarded to minimise cash payments and foster share ownership. In aggregate, the share-based incentives granted represent 2.2% of the existing issued share capital prior to this award. Following this award, the Company has 34,608,894 share-based incentive awards in issue, representing 4.9% of the existing issued share capital, including 24,946,892 Nil Priced Share Options, 1,610,002 Restricted Share Units, and 8,052,000 other share options with a weighted average exercise price of 14.1 pence per share.

Rainbow and Mosaic Commence Uberaba PFS

(LSE:RBW) Rainbow Rare Earths Limited and The Mosaic Company (NYSE:MOS) have commenced a Pre-Feasibility Study (PFS) for the Uberaba project in Brazil under their Joint Development Agreement. SRK Consulting Ltd has been appointed to prepare a maiden JORC-compliant Mineral Resource Estimate (MRE) for the project. Mosaic is shipping approximately 6 tonnes of phosphogypsum feedstock to Rainbow's laboratory and pilot plant in South Africa for further test work and piloting. The PFS will focus on building a processing plant on-site at Uberaba to process phosphogypsum waste residue at an annual throughput of approximately 2.7 million tonnes per annum (Mtpa) over an initial project life of 30 years, with an originally modelled head grade of approximately 5,100 ppm TREO. The PFS is expected to be completed by H2 2027. The project will produce separated neodymium and praseodymium (NdPr) oxide and a samarium, europium and gadolinium plus (SEG+) mixed RE carbonate, each at 99.5% purity. The Uberaba Economic Assessment (EA) announced in March demonstrated a post-tax NPV10 of US$916 million, a post-tax IRR of 45%, average EBITDA of US$217 million per annum over a 30-year life-of-mine, and a pay-back of 1.7 years, using spot rare earth pricing reported by Argus Media Limited at March 2026. Rainbow has leveraged proprietary IP developed for the Phalaborwa project to establish a flowsheet for Uberaba, with the potential to replicate and apply the Phalaborwa process at other phosphogypsum projects. Uberaba is strategically situated in Brazil, a crucial hub for rare earths supply chain independence and the focus of extensive U.S. Government support for the industry, and has the potential to deliver near-term REE production in the lowest-cost quartile.

Board and Senior Management Appointments

(LSE:RBW) Rainbow Rare Earths Limited announced the appointment of Mr James Beams to the Board as Executive Director and Mr Brent Holme as Environmental, Social and Sustainability Manager, with both roles effective immediately. The company is advancing two world-class rare earth projects at Phalaborwa in South Africa and Uberaba in Brazil towards development. James Beams brings more than 30 years' experience in the natural resources and financial sectors, including 14 years with Anglo American plc, and currently holds 218,521 ordinary Rainbow shares, representing 0.03% of the Company's issued share capital. Brent Holme joins from Hatch, where he served as Environment and Sustainability Lead for Africa, and holds a BSc (Hons) in Environmental Sciences from the University of Johannesburg. Rainbow Rare Earths aims to be one of the lowest cost suppliers of critical rare earth raw materials in the western world supply chain. The company projects the finalisation of Phalaborwa's Environmental and Social Impact Assessment to local and international standards and advancing the project through permitting towards production. Rainbow's projects focus on the recovery of rare earth elements from phosphogypsum, a by-product of fertiliser production, avoiding traditional mining and front-end processing stages.

Financial Advisor & Corporate Broker Appointment

(LSE:RBW) Rainbow Rare Earths Limited announced the appointment of BMO Capital Markets Limited as financial advisor and joint corporate broker to the Company with immediate effect. BMO Capital Markets is part of BMO Financial Group and is described as a global investment bank providing leading metals & mining advisory services with a strong capital markets track record. The appointment is further to Rainbow's announcement of 5 May 2026, with BMO Capital Markets also supporting the Company's ongoing evaluation of a stock exchange listing in the United States. Rainbow Rare Earths is advancing two core projects, Phalaborwa in South Africa and Uberaba in Brazil, in partnership with The Mosaic Company. The company focuses on the recovery of rare earth elements from phosphogypsum, a by-product of fertiliser production, and aims to be one of the lowest cost suppliers of critical rare earth raw materials in the western world supply chain. Rainbow's projects avoid traditional mining and front-end processing stages, which is described as a significant competitive advantage. The company targets secure, near-term and globally competitive upstream supply of rare earths products crucial for industrial, energy transition, and defence applications.

Rainbow Rare Earths Limited NPV