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Key Objectives:
Work to establish a binding offtake agreement for the supply of mixed rare earth carbonates from Australia to the USA through enhanced collaboration
ABx Group and Ucore Rare Metals Sign MoU for Australia-USA Rare Earths Supply Chain
Establish an investment pathway for Ucore into ABx
Bolster relationships between the United States and Australia as both countries strive to enhance critical minerals and clean energy projects
ABx Group (ASX: ABX) ("ABx") and Ucore Rare Metals Inc. (TSXV: UCU) (OTCQX: UURAF) ("Ucore") are pleased to announce the September 3, 2024, execution of a Memorandum of Understanding ("MOU") that describes the collaborative pathway ABx and Ucore will embark on to advance to:
a binding offtake agreement for the supply of a mixed rare earth carbonate ("MREC") by ABx to Ucore, and;
an opportunity for Ucore to invest in the ABx rare earths project in Tasmania.
ABx is an Australian public company headquartered in South Melbourne, Victoria, that has established an ionic adsorption clay rare earth element ("REE") resource in northern Tasmania. The grades of the two key heavy rare earths, dysprosium and terbium, are the highest of any clay-hosted rare earths resource in Australia and comparable to the highest in the world. Metallurgical testing by the Australian Nuclear Science and Technology Organisation ("ANSTO") has confirmed that samples from the resource have the highest ionic proportion of any clay-hosted rare earths resource in Australia.
Ucore is a Canadian public company headquartered in Halifax, Nova Scotia, with a patent-pending rare earth separation technology, RapidSX™. Ucore is currently undertaking heavy and light rare earth element separation at demonstration scale at its RapidSX™ Commercialization and Demonstration Facility ("CDF") in Kingston, Ontario. Participants include the US Department of Defense and the Canadian Government as Ucore implements its technology transfer plan from demonstration scale to commercial scale at its developing Louisiana Strategic Metals Complex ("SMC") in Alexandria, Louisiana, USA.
Key Features of the MOU:
ABx and Ucore will work toward an arrangement for the preferred annual volume of intermediate rare earth product, which is envisaged to be a MREC, to be supplied by ABx to Ucore.
The intent is for Ucore to obtain 'first right of refusal' for 50% of ABx annual volume for a minimum period of five years, subject to the agreement of commercial terms.
The parties will explore potential investment by Ucore into the ABx rare earth project as well as project finance opportunities for the ABx and Ucore projects, which may involve joint approaches to companies active in the rare earth value chain, governments, institutional funds, and private investors.
ABx and Ucore will collaborate to develop and optimise:
a comprehensive product flowsheet considering where best to implement collective project efficiencies; and
a total project development strategy, including laboratory, pilot, and demonstration plant testing.
ABx and Ucore will share information on global rare earth markets, particularly for the permanent magnet rare earths, with the objective of identifying opportunities for and mitigating risks to the ABx and Ucore projects.
Pat Ryan, P.Eng., Chairman and Chief Executive Officer of Ucore, stated:
"Ucore is excited to engage with ABx as we continue our efforts to establish a Western supply chain comprising diverse global projects. The prospect of securing a stable supply of MREC with high heavy rare earth content from Australia is very appealing to Ucore. This partnership builds on our commitment to establish relationships within the Australian private sector and between US and Australian government agencies as we work to establish rare earth manufacturing in the United States and across the West."
Mark Cooksey, Managing Director and Chief Executive Officer of ABx, stated:
"ABx is delighted to be partnering with Ucore, who are rapidly progressing towards commercial rare earth separation and form a critical element in the establishment of a North American rare earths supply chain. Ucore's progress and strategic importance is evidenced by their demonstration plant in Canada and significant financial support from both the Canadian and US governments.
"This agreement is further validation of the prospects for the ABx rare earth project in northern Tasmania. We are passionate about bringing our project into production as soon as possible to supply the rare earth elements required for the energy transition."
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About Ucore Rare Metals Inc.
Ucore is focused on rare- and critical-metal resources, extraction, beneficiation, and separation technologies with the potential for production, growth, and scalability. Ucore's vision and plan is to become a leading advanced technology company, providing best-in-class metal separation products and services to the mining and mineral extraction industry.
Through strategic partnerships, this plan includes disrupting the People's Republic of China's control of the North American REE supply chain through the near-term establishment of a heavy and light rare-earth processing facility in the U.S. State of Louisiana, subsequent Strategic Metal Complexes in Canada and Alaska and the longer-term development of Ucore's 100% controlled Bokan-Dotson Ridge Rare Heavy REE Project on Prince of Wales Island in Southeast Alaska, USA.
Ucore is listed on the TSXV under the trading symbol "UCU" and in the United States on the OTC Markets' OTCQX® Best Market under the ticker symbol "UURAF."
CONTACTS
Mr. Michael Schrider, P.E., Ucore Vice President and Chief Operating Officer, is responsible for the Ucore content in this news release and may be contacted at 1.902.482.5214.
For additional information, please contact:
Mark MacDonald
Vice President, Investor Relations
Ucore Rare Metals Inc.
1.902.482.5214
mark@ucore.com
About ABx Group Limited
ABx Group Limited (ABx) is a uniquely positioned Australian company delivering materials for a cleaner future.
The two areas of focus are:
- Creation of an ionic adsorption clay rare earth project in northern Tasmania
- Establishment of a plant to produce hydrogen fluoride and aluminium fluoride from recycled industrial waste, to replace imports (ALCORE)
There is also a niche business of mining and enhancing bauxite resources for cement, aluminium and fertiliser production.
ABx endorses best practices on agricultural land and strives to leave land and environment better than we find it. We only operate where welcomed.
This announcement is approved for release by the ABx board of directors.
For further information please contact:
| Dr Mark Cooksey MD & CEO ABx Group +61 447 201 536 mcooksey@abxgroup.com.au www.abxgroup.com.au | Media Chapter One Advisors David Tasker / Alex Baker +61 433 112 936 / +61 432 801 745 dtasker@chapteroneadvisors.com.au / abaker@chapteroneadvisors.com.au |
Forward-Looking Statements and Cautionary Notes
This announcement includes certain statements that may be deemed "forward-looking statements" by either ABx or Ucore (the "Companies"). All statements in this announcement (other than statements of historical facts) that address future business development and/or acquisition activities (including any related commercial production activities), timelines, events or developments that the Companies expect, are forward looking statements. Although the Companies believe the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance or results and actual results or developments may differ materially from those in forward-looking statements.
For additional risks and uncertainties regarding Ucore, its CDF, its planned commercial activities, and its ongoing Programs (generally), see the risk disclosure in Ucore's MD&A for Q1-2024 (filed on SEDAR on August 27, 2024) (www.sedarplus.ca).
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined by the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/222083
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Ucore Grants Incentive Stock Options and Provides Corporate Updates
Ucore Rare Metals Inc. (TSXV: UCU) (OTCQX: UURAF) ("Ucore" or the "Company") advises that an aggregate of 965,000 options have been granted to directors, officers, employees and consultants of the Company, subject to the approval of the TSX Venture Exchange. The options are exercisable into common shares at a price of $0.70 per share and the options expire five years from September 2, 2024, the date of grant. One third of the options will vest after six months, with one third vesting every six months thereafter until fully vested.
The Company further reports that an aggregate of 960,000 restricted share units have been granted to officers and employees of the Company. The restricted share units will vest over a three-year period, with the first third vesting 12 months from the date of grant.
In addition, further to its press release of April 26, 2024, the Company reports that it has completed its previously announced amendments to the terms of a total of 1,145 convertible debentures (representing an aggregate face value of $1,145,000) with a previous maturity of May 31, 2024 (the "2020 Convertible Debentures").
The 2020 Convertible Debentures were originally sold and issued by the Company in May 2020. These unsecured 2020 Convertible Debentures bear interest at a rate of 7.5% payable semi-annually. At any time during the term of the 2020 Convertible Debentures, a holder may have elected to convert the outstanding net principal amount, or any portion thereof, into units at a conversion price of $1.20 per unit. Each unit shall have consisted of one common share of the Company (a "Common Share") and one-half of a warrant with each whole warrant entitling the holder to acquire a Common Share at an exercise price of $1.80 for a period ending on the maturity date.
The Company has extended the term of the 2020 Convertible Debentures so that the new maturity date of these 1,145 convertible debentures is January 31, 2026. Further, the Company has incorporated the following amended conversion features. At any time during the term of the 2020 Convertible Debentures, a holder may elect to convert the outstanding net principal amount, or any portion thereof, into units at a conversion price of $0.90 per unit instead of the previous conversion price of $1.20 per unit. Each unit still consists of one Common Share and one-half of a Common Share purchase warrant, but the exercise price of each whole warrant has been amended to be $1.30 per Common Share. The term of these underlying warrants has also been amended to reflect the new maturity date of the 2020 Convertible Debentures, resulting in these warrants being exercisable until January 31, 2026. In consideration for the extension and amendments, the Company has paid a restructuring fee equal to six months of interest. The other terms of the 2020 Convertible Debentures remain unchanged.
Certain of the 2020 Convertible Debentures are owned by related parties of the Company. Specifically, Pat Ryan (Ucore's Chairman and CEO) holds 10 of the 2020 Convertible Debentures (representing a principal amount of $10,000) and Peter Manuel (Ucore's CFO) holds 25 of the 2020 Convertible Debentures (representing a principal amount of $25,000). The above-described transactions with Mr. Ryan and Mr. Manuel are considered to be related party transactions within the meaning of Multilateral Instrument 61-01 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The transactions are exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 since neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves interested parties, exceeds 25% of the Company's market capitalization.
The aforementioned amendments to the 2020 Convertible Debentures remain subject to the final acceptance of the TSX Venture Exchange.
# # #
About Ucore Rare Metals Inc.
Ucore is focused on rare- and critical-metal resources, extraction, beneficiation, and separation technologies with the potential for production, growth, and scalability. Ucore has an effective 100% ownership stake in the Bokan-Dotson Ridge Rare Earth Element Project in Southeast Alaska, USA. Ucore's vision and plan is to become a leading advanced technology company, providing best-in-class metal separation products and services to the mining and mineral extraction industry.
Through strategic partnerships, this plan includes disrupting the People's Republic of China's control of the North American REE supply chain through the near-term development of a heavy and light rare-earth processing facility in Alexandria, Louisiana, subsequent SMCs in Alaska and Canada and the longer-term development of Ucore's heavy-rare-earth-element mineral-resource property at Bokan Mountain on Prince of Wales Island, Alaska. Ucore is listed on the TSXV under the trading symbol "UCU" and in the United States on the OTC Markets' OTCQX® Best Market under the ticker symbol "UURAF."
For further information, please visit www.ucore.com/corporateupdate.
Forward-Looking Statements
This press release includes certain statements that may be deemed "forward-looking statements." All statements in this release (other than statements of historical facts) that address future business development, technological development and/or acquisition activities (including any related required financings), timelines, events, or developments that the Company is pursuing are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance or results, and actual results or developments may differ materially from those in forward-looking statements.
Regarding the disclosure in the press release above, including in the "About Ucore Rare Metals Inc." section, the Company has assumed that it will be able to procure or retain additional partners and/or suppliers, in addition to Innovation Metals Corp. ("IMC"), as suppliers for Ucore's expected future Strategic Metals Complexes ("SMCs"). Ucore has also assumed that sufficient external funding will be found to complete the Demo Plant commissioning and demonstration schedule and also later prepare a new National Instrument 43-101 ("NI 43-101") technical report that demonstrates that the Bokan Mountain Rare Earth Element project ("Bokan") is feasible and economically viable for the production of both REE and co-product metals and the then prevailing market prices based upon assumed customer offtake agreements. Ucore has also assumed that sufficient external funding will be secured to continue the development of the specific engineering plans for the SMCs and their construction. Factors that could cause actual results to differ materially from those in forward-looking statements include, without limitation: IMC failing to protect its intellectual property rights in RapidSX™; RapidSX™ failing to demonstrate commercial viability in large commercial-scale applications; Ucore not being able to procure additional key partners or suppliers for the SMCs; Ucore not being able to raise sufficient funds to fund the specific design and construction of the SMCs and/or the continued development of RapidSX™; adverse capital-market conditions; unexpected due-diligence findings; the emergence of alternative superior metallurgy and metal-separation technologies; the inability of Ucore and/or IMC to retain its key staff members; a change in the legislation in Louisiana or Alaska and/or in the support expressed by the Alaska Industrial Development and Export Authority ("AIDEA") regarding the development of Bokan; the availability and procurement of any required interim and/or long-term financing that may be required; and general economic, market or business conditions.
Neither the TSXV nor its Regulation Services Provider (as that term is defined by the TSXV) accept responsibility for the adequacy or accuracy of this release.
CONTACT
Mark MacDonald
Vice President, Investor Relations
Ucore Rare Metals Inc.
1.902.482.5214
mark@ucore.com
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/221886
News Provided by Newsfile via QuoteMedia
