Developers often bring in strategic investors and offtakers through staged agreements. Tivan Limited (ASX:TVN) said on 5 October 2026 that material progress had been made toward a binding incorporated joint venture for its Molyhil Tungsten Project in the Northern Territory.

Company overview

Tivan Limited (ASX:TVN) is an ASX-listed company whose Molyhil Tungsten Project in the Northern Territory is the subject of a proposed incorporated joint venture (IJV) with Sumitomo Corporation and ETFS Capital Limited.

The proposed terms

Key Terms Memoranda signed in June 2026 contemplate staged Equity investments of up to A$25 million each, including A$4.5 million for an initial interest. Sumitomo could hold up to 8.75% of the IJV and agree offtake for up to 100% of production, while ETFS Capital would hold up to 9.589% of the holding company, an effective 8.75% interest in the project.

Progress and timetable

Tivan is incorporating new holding and special purpose vehicles and has completed legal and tax Due Diligence on the IJV structure, while Sumitomo progressed a second stage of due diligence and visited the site in July 2026. Sumitomo is expected to apply shortly to the Foreign Investment Review Board. The parties anticipate executing agreements in Q4 2026, and each memorandum has been extended to 15 November 2026.

Timeline and approvals to watch

The release links the extension of both memoranda to the 15 November 2026 date to the pace of drafting long-form agreements and the foreign investment review process. Shareholders and counterparties will be able to track progress through further ASX announcements.

Why the structure matters

The proposed joint venture is an incorporated vehicle for the development, financing, operation and Marketing of Molyhil. Sumitomo’s investment would be made in the IJV, while ETFS Capital would invest in the Holding Company that holds Tivan’s interests in the IJV, which is designed to give it an effective interest matching Sumitomo’s.

Tivan said it has advanced facilitation transactions including incorporating new holding and special purpose vehicles to restructure its ownership of the project, and that legal and tax due diligence on the IJV structure is complete.

Reference to earlier experience

The release says the parties anticipate finalising agreements in Q4 2026 based on prior transactional experience at the Speewah Fluorite Project, and that the extension to 15 November 2026 was foreshadowed at an investor briefing on 1 October 2026.

Sector backdrop

Tungsten is a critical mineral used in hard metals and industrial applications, and Western Supply chain interest has grown. Joint ventures with strategic buyers can provide funding and offtake.

Tungsten is classed as a critical mineral in several jurisdictions, and a large share of global supply is concentrated in a small number of countries. Projects outside that concentration have attracted interest from trading houses and investors seeking diversified supply.

Strategic investors in resource projects often combine equity with offtake rights, which can support project financing. Binding terms for such arrangements are typically negotiated over months, and regulatory approvals such as foreign investment review can add time.

Risks shareholders should weigh

The memoranda are not binding, and the long-form agreements must still be negotiated. FIRB approval is required for Sumitomo’s investment.

The timetable of Q4 2026 is an expectation, and the MOUs expire on 15 November 2026 unless extended again.

Project development funding beyond the stated investments is not described.

Because the arrangements are set out in memoranda, either party could decline to proceed, and terms may change in the long-form agreements.

The announcement does not describe the project’s capital cost, resource or development timetable, so the investment’s relation to total funding needs cannot be assessed from this release.

What’s next

Tivan expects agreements in Q4 2026 and the FIRB application shortly. Shareholders may wish to watch for those steps.

Sumitomo’s foreign investment application, the long-form agreements and any further extension of the memoranda are the items to watch before the 15 November 2026 date.