Three Chinese investors are seeking approval to acquire 37% of Zhonghe Resources (Namibia) Development for US$34.5 million, potentially reshaping ownership of an Erongo uranium project where mine construction has not commenced since the mining licence was granted in 2012.
The proposed acquisition, received by the Namibian Competition Commission on 9 October 2026, involves Wanli Stone (Hong Kong) Resources & Technology Limited, Hong Kong Prosperity Wanli Resources Limited and Beijing Fengcheng Enterprise Management Co., Limited.
The transaction is registered under case number 2026AUG0054MER and remains among the commission’s undetermined mergers.
Details of the proposed investment were disclosed by Chinese-listed Xiamen Wanli Stone Stock Company in an announcement published on 14 February 2026, following approval by its board the previous day.
The agreement provides for the acquisition of a combined 37% shareholding from Springbok Investments and Namibia-China Mineral Resources Investment and Development.
The proposed investment comes as Zhonghe seeks to renew the environmental clearance for its ML177 uranium project, covering approximately 12,863 hectares in the Erongo Region.
According to the Chinese corporate announcement, Wanli Stone’s Hong Kong subsidiary proposes to acquire 8.5% of Zhonghe for US$7.08 million, while Hong Kong Prosperity Wanli would purchase 26.5% for US$25.75 million.
Beijing Fengcheng would acquire the remaining 2% for approximately US$1.67 million, bringing the total proposed acquisition to 37% for US$34.5 million.
The arrangements follow an earlier acquisition proposal approved by Xiamen Wanli Stone in August 2024, when the company contemplated purchasing 21% of Zhonghe for US$17.5 million.
The revised structure retains that initial valuation for the first 21%, while introducing a further 16% acquisition priced at US$17 million.
The two portions imply different valuations for Zhonghe, with the initial 21% valued on a company-wide basis of approximately US$83.33 million and the additional 16% implying a valuation of US$106.25 million.
The Chinese announcement attributes the revised pricing to changes in uranium prices and market supply-and-demand conditions.
Under the agreement, the buyers are required to pay an initial US$27.6 million, representing 80% of the total consideration, subject to the stipulated conditions and due diligence requirements.
The payment arrangements include US$4 million payable shortly after signing, with provisions addressing regulatory procedures for Chinese overseas investment.
However, the disclosed payment terms do not establish that the money has already been transferred or that the acquisition has been completed.
The Namibian Competition Commission identifies China National Uranium Corporation Limited as the company currently controlling Zhonghe.
The Namibian Uranium Association describes the existing ownership structure as China Uranium Corporation Limited holding 58%, Springbok Investments holding 21% and Namibia-China Mineral Resources Investment and Development holding 21%.
The proposed transaction would involve shares currently held by the two minority shareholders.
If all the proposed transfers are completed without other ownership changes, the original minority shareholders would collectively retain 5%, while the three acquiring entities would hold 37%.
China Uranium Corporation’s 58% interest would remain unchanged under that scenario.
The Competition Commission describes the transaction as a conglomerate merger and identifies the global uranium supply market as the relevant market.
It also records that the three acquiring groups have no existing direct or indirect business presence in Namibia through operations, turnover or asset ownership, according to the information submitted with the application.
Zhonghe’s ML177 mining licence was granted on 30 November 2012 and is valid until 29 November 2031.
The project is situated east of Swakopmund, in an established uranium-producing region that includes the Rössing and Husab mines.
Although Zhonghe has held mining rights for nearly 14 years, its environmental documentation indicates that mine construction has not started, citing historically unfavourable uranium economics.
Exploration and resource evaluation have nevertheless continued.
According to the Namibian Uranium Association, Zhonghe has undertaken extensive geological mapping, geophysical surveys, geochemical sampling and drilling since 2010.
These activities have included 51 reverse circulation drill holes totalling 7,650 metres and 191 diamond drill holes totalling 18,600 metres.
The association also reports that Zhonghe commenced an additional 800-metre diamond drilling programme in June 2023.
In 2024, parent company China National Nuclear Corporation completed a 20,000-metre drilling programme covering both the neighbouring Rössing mining licence area and Zhonghe’s mining licence area.
These activities demonstrate continued exploration interest despite the absence of mine construction.
The Chinese corporate announcement also provides insight into Zhonghe’s financial position before the proposed transaction.
As at 30 September 2025, Zhonghe reported assets of RMB34.51 million against liabilities of RMB131.17 million.
This placed liabilities approximately RMB96.66 million above reported assets.
The figures were unaudited and relate to September 2025 rather than the company’s current financial position.
The same disclosure reported revenue of RMB75,614 and net profit of approximately RMB10.22 million during the first nine months of 2025.
The comparatively small reported revenue indicates that Zhonghe was not operating as a commercial uranium producer during that reporting period.
The financial information is relevant because the proposed US$34.5 million acquisition represents payment for shares held by existing shareholders, rather than a confirmed injection of development capital into Zhonghe itself.
Any decision to construct the mine would therefore require separate consideration of financing, project economics, infrastructure and regulatory requirements.
Zhonghe is also pursuing renewal of the environmental clearance certificate associated with ML177.
The company’s previous environmental clearance, ECC 02029, was issued on 2 March 2022 and expired on 2 March 2025.
The renewal application remains under review in the government’s environmental assessment system.
The proposed mining operation would involve open-pit uranium extraction and associated processing and waste-management infrastructure.
The environmental assessment addresses construction, operation and rehabilitation activities, together with the management of potential environmental impacts.
The renewal process is separate from the Competition Commission’s consideration of the proposed ownership transaction.
