Browse EX-10 agreements

EXECUTION VERSION

Certain information has been omitted from the exhibit because it is both (i) not material and (ii) of the type that the

registrant customarily and actually treats as private or confidential. The omissions have been indicated by (“[***]”).

FACILITIES AGREEMENT

relating to EUR 1,500,000,000 Multi-Currency Revolving Credit and

Swingline Facilities

dated

3 March 2026

by

AKZO NOBEL N.V.

as Borrower

arranged by

CITIBANK, N.A., LONDON BRANCH

as Coordinator

CITIBANK, N.A., LONDON BRANCH

BANCO SANTANDER, S.A.

BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY

BNP PARIBAS

DEUTSCHE BANK LUXEMBOURG S.A.

HSBC CONTINENTAL EUROPE

ING BANK N.V.

MORGAN STANLEY BANK AG

as Bookrunners and Mandated Lead Arrangers

and

AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED

BANCO BILBAO VIZCAYA ARGENTARIA, S.A., LONDON BRANCH

BARCLAYS BANK PLC

INDUSTRIAL AND COMMERCIAL BANK OF CHINA (EUROPE) S.A., AMSTERDAM BRANCH

J.P. MORGAN SE

NATWEST MARKETS N.V.

…

Exhibit 10.21

COMMERCIAL LEASE (1953 Decree, Articles L 145-1 et seq. of the Commercial Code)

BETWEEN THE UNDERSIGNED:

	-	JMB DÉVELOPPEMENT, a public limited company with a capital of €1,460,550, having its registered office at 4, rue Émile Baudot in PALAISEAU (91120), registered with the Évry Trade and Companies Register under number B 679 803 650,

Represented by Mr. Jean-François BRUNEAU, in his capacity as Chief Executive Officer, duly authorized for the purposes hereof,

Hereinafter referred to as “THE LESSOR”

AND

	-	PASQAL, a simplified joint-stock company with a capital of €34,731.50, having its registered office at 7 rue Léonard de Vincy in Massy (91300), registered with the Evry Trade and Companies Register under number 849 441 522,

…

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Exhibit 10.8

MINE DEVELOPMENT AGREEMENT

BETWEEN

THE REPUBLIC OF MALAWI

AND

LANCASTER EXPLORATION LIMITED (BVI)

LANCASTER EXPLORATION LIMITED (MALAWI)

PERTAINING TO THE SONGWE HILL RARE EARTH PROJECT LOCATED IN

PHALOMBE DISTRICT, MALAŴI

26TH JULY 2024

TABLE OF CONTENTS

		Page
CHAPTER 1 – DEFINITIONS AND INTERPRETATION		2
CHAPTER 2 – TRANSPARENCY AND EXPECTATIONS		14
CHAPTER 3 – MINES AND MINERALS ACT MATTERS		16
CHAPTER 4 – FISCAL MATTERS		18
CHAPTER 5 – COMPANY MATTERS		21
CHAPTER 6 – IMPORT AND EXPORT MATTERS		22
CHAPTER 7 – COMMUNITY, EMPLOYMENT AND PROCUREMENT		22
CHAPTER 8 – INFRASTRUCTURE AND LAND		24
CHAPTER 9 – OTHER PERMITS		30
CHAPTER 10 – CURRENCY MATTERS		30
CHAPTER 11 – ENVIRONMENTAL MATTERS		34
CHAPTER 12 – ASSIGNMENT		35

…

SIDE LETTER TO THE LANCASTER NOTE PURCHASE AGREEMENT

This Side Letter (“Side Letter”), dated as of June 2, 2025, is made and entered into by and between MLM Investment Holdings LLC (the “MLM Sponsor”), CIIG Management III LLC (the “CIIG Sponsor”), Michael Minnick (“Michael Minnick”), and First Mile Pref Fund II LLC (the “Investor”). Each of the MLM Sponsor, CIIG Sponsor, Michael Minnick, and the Investor are individually referred to herein as a “Party” and collectively as the “Parties”.

WHEREAS, among others, the Investor and Lancaster Exploration Ltd. (“Lancaster”) have entered into that certain note purchase agreement dated as of June 2, 2025, and attached hereto as Exhibit A (the “Note Purchase Agreement”), pursuant to which the Investor has agreed to purchase a convertible promissory note (the “Note”) from Lancaster in the principal amount of $500,000 (the “Purchase Price”) subject to the conditions precedent to such purchase as more fully set forth in the Note Purchase Agreement.

…

NOTE PURCHASE AGREEMENT

This Note Purchase Agreement (this “Agreement”), dated as of June 2, 2025 (the “Execution Date”), is entered into by and between Lancaster Exploration Ltd., a British Virgin Islands company (the “Company”), and the investors (each, an “Investor” and together with the Company, the “Parties”) listed on the Schedule of Investors attached hereto as Exhibit A (the “Schedule of Investors”).

RECITAL

On the terms and subject to the conditions set forth herein, the Investors are willing to purchase from the Company, and the Company is willing to sell to the Investors, in the amounts set forth across from such Investor’s name in the Schedule of Investors, a Convertible Promissory Note in the aggregate principal amount of $500,000, in the form attached hereto as Exhibit B (the “BCA Note”, and such Investor, the “BCA Note Investor”), and a Convertible Promissory Note in the aggregate principal amount of $250,000, in the form attached hereto as Exhibit C (the “Form F-4 Note”, and such Investor, the “F-4 Note Investor”),

…

Pursuant to Item 601(b)(10)(iv) of Regulation S-K, certain confidential information has been excluded from this document because Mkango Rare Earths Limited (“MKAR”) has determined that the information (i) is both not material and (ii) is the type that MKAR treats as private or confidential. Such information is marked in the document by exhibit with an asterisk [**].

PROJECT DEVELOPMENT FUNDING AGREEMENT

between

LANCASTER EXPLORATION LIMITED and

UNITED STATES INTERNATIONAL DEVELOPMENT FINANCE CORPORATION

Dated as of the Effective Date

DFC Project Number [**]

TABLE OF CONTENTS

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