Nidhogg signs letter of intent to invest in Egyptian gold projects

Nidhogg Resources Holding AB (publ) (the "Company" or “Nidhogg”) is pleased to announce that the Company has signed a non-binding Letter of Intent (LOI) today with the owners of Al Baraka Mining & Quarries Company ("Al-Baraka") in Egypt, regarding the investment and operatorship in one gold license.

The Company, or its daughter company, will acquire 95% of Al-Baraka in two stages, with a total investment of USD 1,000,000 payable in cash to the owners of Al-Baraka. The first instalment of USD 500,000 for a 50% ownership of Al-Baraka by Nidhogg is due no later than July 25, 2025 and the second and final instalment is due no later than October 23, 2025. The final instalment is contingent upon the Baraka license being renewed in October 2025.

Nidhogg will be the operator responsible for budgets and the operational management of the Baraka license effective with the first instalment.

The parties also agree that the Company and the owners of Al-Baraka will cooperate on other gold licenses after this transaction is completed, with the parties sharing 50/50 on costs and revenues. Nidhogg will also be the operator.

The Company as operator is solely responsible for the day-to-day management, control, planning and execution of all technical, operational and financial aspects related to exploration, development and production activities and to make all operational decisions in a commercially reasonable manner, with the aim of maximizing efficiency, safety and profitability in accordance with internationally recognized industry standards.

Baraka's gold production was 13,000 grams in 2024, where the gold was sold at international spot price with an operational cost of approximately USD 300,000. The Baraka licence also includes residual processed material of 15,000 metric tonnes with a gold content of 1.5 g/t to be refined.

The parties have entered into an exclusivity period for 150 calendar days from the signing of the LOI. The transaction is subject to complete due diligence and approval from the respective companies' boards.

A share purchase agreement (SPA) is expected to be signed after completion of the due diligence and an initial payment shall be made within 30 calendar days following the signing of the SPA.

The Company is in dialogue with private and industrial investors to finance and implement the transaction, which will take place through a direct investment by an external investor in the Company's subsidiary, which will be the owner of the shares in the gold projects.

This transaction does not affect the Company's ongoing permitting processes in Tuna Hästberg and Vintjärn and preparations to get started with the crushing operations, which are proceeding according to plan.

"This transaction with actively gold-producing assets is an important step in our incubator strategy to expand our operations, increase our turnover in order to increase the value of the company to all existing shareholders and which fits very well in terms of timing when the gold price is at a high level.", says Niclas Biörnstad, CEO of Nidhogg Resources Holding AB (publ).

This information is inside information that Nidhogg Resources Holding AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication on April 26, 2025 at 23:00 p.m. CET by the following contact persons.

Ulrich Andersson, Chairman of the Board of Nidhogg Resources Holding AB (publ)                                      E-mail: [email protected] 
Phone: +46 70 376 0515

Or

Niclas Biörnstad, VD Nidhogg Resources Holding AB (publ)                                               E-post: [email protected]                                                                                                   

Phone: +46 70 729 9769

About Nidhogg Resources

Nidhogg Resources Holding AB (publ), www.nidhoggresources.se, is a Swedish limited liability company with a focus on commodities. Nidhogg was founded by individuals with a total of over 60 years of experience in the commodities market, with backgrounds ranging from exploration to exploitation as well as sales and a passion for extracting raw materials by applying innovative technology together with existing infrastructure.