TitanForge Business Plan › Section 4 › Company Overview & Corporate Structure

TitanForge Resources & Infrastructure Holdings is structured as a
diversified industrial holding company headquartered in Johannesburg,
with five operating divisions held through ring-fenced subsidiaries. The
name signals the strategy: Titan for scale and industrial significance;
Forge for beneficiation, manufacturing and value creation. Unlike a
traditional mining house, the Group is positioned as an integrated
industrial platform suitable for strategic investors, infrastructure
funds, sovereign wealth funds, pension funds and development finance
institutions.

The Group enters the programme with an existing operating platform
generating R22 billion of Year 1 revenue and R5.2 billion of EBITDA from
its current mining and processing base, carried at R24 billion of PPE
with R6 billion of legacy debt and R20 billion of shareholder equity.
The expansion programme is therefore a brownfield scale-up anchored on
operating cash flows, not a greenfield venture, a materially better
credit profile than a start-up of equivalent ambition.

3.1 Corporate structure and ring-fencing

• HoldCo: TitanForge Resources & Infrastructure Holdings (Pty)
  Ltd — treasury, capital allocation, shared services and group
  ESG.
• MineCo: mining and mineral production assets including Iron Crown
  and Horizon acquisitions, each in separate asset-level SPVs to enable
  project finance and partner-level equity.
• SmeltCo: Vulcan ferroalloys complex and Forge Industrial Park
  processing units.
• LogisticsCo: Atlas Rail rolling stock, sidings and terminals;
  Ocean Gate port interests held in concession-specific vehicles.
• EnergyCo: Helios generation and storage assets in IPP SPVs with
  wheeling and PPA structures to group offtakers, preserving eligibility
  for green finance facilities at the SPV level.

Ring-fencing serves three purposes: it permits asset-level gearing
appropriate to each risk profile (infrastructure assets sustain higher
leverage than mining), it enables partial sell-downs to infrastructure
funds without disturbing the mining balance sheet, and it isolates
country risk in the Horizon jurisdictions from the South African
core.

3.2 Ten-year vision

By Year 10 the Group will operate across South Africa, Zambia,
Botswana, Namibia, Zimbabwe and the Democratic Republic of Congo,
employing over 22,000 people directly, exporting over 35 million tonnes
annually, generating over 1.2 GW of renewable power and producing
strategic battery and industrial minerals — evolving from a mining group
into a strategic industrial champion supporting African
industrialisation.

Confidential — this business plan is provided to prospective investors and lenders for evaluation purposes only and may not be reproduced or distributed without the written consent of TitanForge Resources & Infrastructure Holdings.