Deep Yellow subsidiary enters strategic earn-in agreement with Core Energy Minerals

Deep Yellow Ltd. announces that its wholly owned subsidiary, Reptile Mineral Resources and Exploration (Proprietary) Ltd. (RMR), has entered an earn-in agreement with Core Energy Minerals Ltd. Under this agreement, Core Energy can acquire up to a 51% equity interest in the Nova Energy (Namibia) joint venture (NJV), which holds significant uranium exploration licenses in Namibia.
The NJV comprises Exploration Prospecting Licences (EPL) 3669 and 3670, covering approximately 600 square kilometers west and southwest of the Langer Heinrich uranium mine. These licenses are considered non-core assets by Deep Yellow.
Current NJV shareholders include RMR (65% equity and manager), Nova Energy (Africa) (25% equity, subsidiary of former ASX-listed Toro Energy Ltd.), and Sixzone Investments (10% equity, a local Namibian entity).
Core Energy’s earn-in is structured in two phases with a total commitment of A$5 million:
- Phase 1: Acquire a 25% interest by spending A$2 million within 18 months.
- Phase 2: Acquire an additional 26% interest by spending A$3 million within 24 months after Phase 1.
During the earn-in period, Core Energy will act as the NJV manager. The other shareholders will be free carried until Core Energy meets its expenditure commitments, after which all parties (except Sixzone) will contribute on a pro-rata basis. Sixzone’s share will remain carried and be repaid from future dividends.
After Phase 1, the NJV ownership will be: Core Energy 25%, RMR 48.75%, Nova Africa 18.75%, and Sixzone 7.5%. Upon completing Phase 2, the equity split will be Core Energy 51%, RMR 31.85%, Nova Africa 12.25%, and Sixzone 4.9%.
This agreement represents a strategic collaboration that allows Deep Yellow to unlock value from its non-core Namibian assets while leveraging Core Energy’s expertise and investment to advance exploration activities.








