Orca Holdings, LLC Granted Warrants as Part of New Credit Facility for Ucore Rare Metals Inc.

Orca Holdings, LLC Granted Warrants as Part of New Credit Facility for Ucore Rare Metals Inc.

This press release is issued pursuant to Multilateral Instrument 62-104 - Take-Over Bids and Issuer Bids and National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.

This release is being made by Randy Johnson to report information concerning holdings of Mr. Johnson and Orca Holdings, LLC (collectively, the "Acquiror") in Ucore Rare Metals Inc. (the "Issuer" or "Ucore"). Orca Holdings, LLC ("Orca") is wholly owned by Mr. Johnson, serving as a holding company for Mr. Johnson's securities holdings. Mr. Johnson has been a director of Ucore since October 6, 2020.

On August 16, 2022, the TSX Venture Exchange approved and Ucore issued 2 million common share purchase warrants ("Warrants") to Orca, with each Warrant entitling Orca to acquire one common share of the Company at an exercise price of CAD$0.75 during a term ending on July 20, 2023. The issuance of these Warrants was in consideration for Orca providing Ucore with a secured line of credit facility (the "Line of Credit") in the amount of up to USD$2 million, as detailed in the Ucore's news release dated July 21, 2022. Drawdowns on the Line of Credit will be available in multiples of USD$100,000 and will carry interest at a rate of 9 percent per annum. All amounts owing under the Line of Credit will be repayable by maturity, which is six months from the execution date of the Line of Credit (Jan. 20, 2023), unless such repayment is accelerated due to the Company's completion of an equity financing on terms acceptable to the Company and the investor(s). The Line of Credit is secured by a general security agreement over the assets of the Company. Orca has been a secured creditor of the Company since March 30, 2019 when Orca provided a term loan to Ucore. That term loan, as amended and currently bearing interest at 9%, had principal and accrued interest owing of CAD$1,100,071 as at March 31, 2022 (the end of Q2 2022) and is due for repayment on November 30, 2023.

Immediately prior to the issuance of the Warrants, the Acquiror directly or indirectly held beneficial ownership of, and control and direction over, a total of 5,092,406 common shares, 1,000,000 warrants, and 765,000 options, representing approximately 10.37% of the issued outstanding common shares (on a non-diluted basis) or approximately 13.49% upon the exercise of the warrants and the options (on a partially diluted basis, which assumes the exercise of all of the warrants and the options beneficially owned by Mr. Johnson, and that no other securities, including those convertible into or, exercisable for, the Company's securities, are issued, converted or exercised).

Immediately following the issuance of the 2 million Warrants the Acquiror directly or indirectly held beneficial ownership of, and control and direction over, a total of 5,092,406, common shares, 3,000,000 warrants, and 765,000 options, representing approximately 10.37% of the issued and outstanding common shares (on a non-diluted basis) or approximately 16.76% upon the exercise of the warrants and the options (on a partially diluted basis). Of the 765,000 options that Mr. Johnson currently holds, 500,000 options (with an exercise price of $2.65 per common share) are expected to expire out-of-the-money on August 21, 2022.

The securities referred to above were acquired for investment purposes and not for the purpose of exercising control or direction over the Issuer. The Acquiror may, from time to time, increase or decrease its shareholdings or continue to hold the Issuer's securities as the Acquiror may determine appropriate in the normal course of investment activities.

The Acquiror is an "accredited investor" within the meaning of Rule 501(a) of Regulation D under the United States Securities Act of 1933, as amended ("1933 Act")) and acquired the securities referred to above pursuant to available exemptions from registration under the 1933 Act and applicable state securities laws. In regard to National Instrument 45-106 "Prospectus Exemptions", the Warrants were issued pursuant to the prospectus exemption found at section 2.24 of that instrument.

The Issuer is located in 210 Waterfront Drive, Suite 106, Bedford, Nova Scotia, Canada B4A 0H3, and the Acquiror is located in P.O. Box 8158, Ketchikan, Alaska, USA, 99901. A copy of the report filed under applicable Canadian securities laws by the Acquiror in connection with the transactions referred to in this press release may be obtained from the Acquiror via email (tomc@tylerrental.com) or telephone (907-228-5379), or on the SEDAR profile of the Issuer at www.sedar.com.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/134250

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Ucore Announces Private Placement Financing

Ucore Announces Private Placement Financing

Ucore Rare Metals Inc. (TSXV: UCU) (OTCQX: UURAF) ("Ucore" or the "Company") is pleased to announce plans to complete a non-brokered private placement of approximately 3.1 million units ("Units") for total proceeds of $2 million (the "Offering").

Proceeds from the Offering are expected to be used towards the commissioning of the Company's planned RapidSXTM demonstration plant; the processing of initial feedstock through the demonstration plant; finalization of offtake and feedstock agreements; engineering work for the proposed Strategic Metals Complex in Louisiana, USA; and for general working capital purposes.

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The US State of Louisiana Offers C$15M+ Incentive Package for Ucore's First RapidSX Rare Earth Processing Facility - the Louisiana SMC

The US State of Louisiana Offers C$15M+ Incentive Package for Ucore's First RapidSX Rare Earth Processing Facility - the Louisiana SMC

  • The proposed incentive package from Louisiana includes US$9.6M in tax incentives and payroll rebates over the first ten years of operation. Upon specific site selection:
    • potential additional state and local economic and workforce incentives
    • an expedited process for all required state permits
  • Ucore's Board of Directors has unanimously agreed to commit the Company toward establishing its first Strategic Metals Complex (SMC) in Louisiana
  • Rare earth oxide products from the Louisiana SMC will be critical to North America's and Louisiana's goal to expand toward green energy technologies

Ucore Rare Metals Inc. (TSXV: UCU) (OTCQX: UURAF) ("Ucore" or the "Company") is pleased to announce a mutual commitment with the US State of Louisiana ("Louisiana" or the "State") toward the establishment of the Company's first Strategic Metals Complex ("SMC") rare earth element ("REE") separation facility - the Louisiana SMC.

The Company's executive team has been in discussions with the State since the spring of 2022 and spent the better part of summer in a due-diligence process. This included an August trip to examine ten existing "brownfield facilities" throughout the State. Each of these facilities provides a head start as the prospective location of the Louisiana SMC versus a new construction or "greenfield facility."

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Ucore Updates on Bokan 2022 Field Sampling Program

Ucore Updates on Bokan 2022 Field Sampling Program

Ucore continues to advance its Bokan project as a long-range heavy rare earth source to eventually complement the planned Western feedstock sources for its near-term Strategic Metals Complexes.

A summary of the 2022 field sampling program:

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Ucore's Rare Earth Separation Commercial Demonstration Plant On-Track for Q4-2022 Commissioning

Ucore's Rare Earth Separation Commercial Demonstration Plant On-Track for Q4-2022 Commissioning

  • Ucore's rare earth separation commercial demonstration plant is designed to process:
    • Tens of tonnes of mixed rare earth concentrates on a per annum basis.
    • Many feedstock sources, including heavy and light rare earth element feedstocks planned for the full-scale Strategic Metals Complexes (SMC).
    • All RapidSXâ„¢ splits required to produce individual praseodymium, neodymium, terbium, and dysprosium.
  • Planned commissioning in Q4-2022, followed by product qualification trials for prospective North American metal/alloy makers and original equipment manufacturers seeking diversified and sustainable metallic supply chains.
  • The full-scale SMC engineering entity, Mech-Chem Associates, Inc., is now fully integrated into all demonstration plant activities.

Ucore Rare Metals Inc. (TSXV: UCU) (OTCQX: UURAF) ("Ucore" or the "Company") is pleased to provide an update on the Innovation Metals Corp.[i] ("IMC") RapidSXâ„¢ rare earth element ("REE") separation technology platform and the Company's commercial Strategic Metals Complex ("SMC") technology deployment process (the "Program"). The work is taking place at the companies' laboratory partner's (Kingston Process Metallurgy Inc. ("KPM")) facility in Kingston, Ontario, Canada.

The Program was enhanced after Ucore received the independent evaluation of the RapidSXâ„¢ technology platform leading to the subsequent July 12, 2022, announcement of the nearly 3X increase in scope of the RapidSXâ„¢ REE demonstration-scale plant ("Demo Plant"). Since then, the Ucore, IMC, KPM, and Mech-Chem Associates, Inc.[ii] ("Mech-Chem") commercialization team (the "Team") has made significant strides in the procurement and construction process for the Demo Plant.

The final engineered layout of the Demo Plant takes up nearly all of the 5,000 square foot Commercialization and Demonstration Facility ("CDF") at KPM. And the concept of building a plant within an existing building is the go-forward transition template for the engineering process that the Team will replicate to create the first full-scale SMC, once the brownfield site[iii] selection process is finalized. This initial SMC is scheduled to produce 2,000 tonnes of total rare earth oxides ("TREOs") by the end of 2024 and 5,000 tonnes by 2026.

Cannot view this image? Visit: https://images.newsfilecorp.com/files/1119/137284_ffcfc5cec4a3a9a7_001.jpg

Figure 1 - Engineered Design of the Currently Under Construction 51-Stage RapidSXâ„¢ REE Demo Plant

To view an enhanced version of Figure 1, please visit:
https://images.newsfilecorp.com/files/1119/137284_ffcfc5cec4a3a9a7_001full.jpg.

"The CDF Team, and the rest of the world, is facing extraordinary supply chain challenges regarding equipment and component availability," stated Mike Schrider, P.E., Ucore's VP and COO. "Despite this situation,we have managed to procure the initial feedstocks and virtually all of the required major equipment and components, and the Demo Plant remains on track for a late 2022 commencement of the commissioning process."

"This process will demonstrate the unprecedented North American separation of tonnes of both heavy and light rare earth elements. It will then continue with end-user qualification trials throughout 2023 for Western entities seeking diversified and sustainable metallic supply chains as Ucore transitions to full-scale commercial mode with the construction of our first SMC."

Ucore's REE Separation Demo Plant is designed to:

  • Have the ability to process tens of tonnes of mixed rare earth concentrates on a per annum basis:

    • from a wide variety of feedstock sources, including the heavy REE ("HREE") and light REE ("LREE") feedstocks planned for the full-scale SMCs.

  • Be capable of processing all RapidSXâ„¢ splits required to produce individual praseodymium, neodymium, terbium, and dysprosium.

  • Have a parallel 51-stage conventional solvent extraction ("CSX") mixer/settler circuit that will match the RapidSXâ„¢ process' configuration and enable direct head-to-head comparison of the performance of RapidSXâ„¢ vs. CSX.

Cannot view this image? Visit: https://images.newsfilecorp.com/files/1119/137284_ffcfc5cec4a3a9a7_002.jpg

Figure 2 - A Sampling of the On-hand CDF Components and Construction Efforts

To view an enhanced version of Figure 2, please visit:
https://images.newsfilecorp.com/files/1119/137284_ffcfc5cec4a3a9a7_002full.jpg.

Ucore stands alone in its speed of executing the commercial deployment of one of the first modern technology platforms for separating HREEs and LREEs - as a replacement for CSX. Mech-Chem is now fully integrated into all CDF activities and is aligned to assist with the full-scale SMC techno-economic assessment and engineering data transfer. The efficiencies and environmental advantages resulting from the CDF demonstration processes are, and will continue to be, directly incorporated into the full-scale SMC engineering design packages. This integrated process is rapidly positioning Ucore to meet the demanding schedule requirements for the development of the first SMC and REO production for the Company's emerging list of prospective downstream partners.

# # #

About Ucore Rare Metals Inc.

Ucore is focused on rare- and critical-metals 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 includes disrupting the People's Republic of China's control of the US REE supply chain through the near-term development of heavy and light rare-earth processing facilities - including the Alaska Strategic Metals Complex in Southeast Alaska and the long-term development of Ucore's heavy-rare-earth-element mineral-resource property located 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.

About RapidSXâ„¢ Technology

IMC developed the RapidSXâ„¢ separation technology platform with early-stage assistance from the United States Department of Defense ("US DoD"), later resulting in the production of commercial-grade, separated rare-earth oxides at the pilot scale. RapidSXâ„¢ combines the time-proven chemistry of conventional solvent extraction ("SX") with a new column-based platform, which significantly reduces time to completion and plant footprint, as well as potentially lowering capital and operating costs. SX is the international rare-earth-element ("REE") industry's standard commercial separation technology and is currently used by 100% of all REE producers worldwide for bulk commercial separation of both heavy and light REEs. Utilizing similar chemistry to conventional SX, RapidSXâ„¢ is not a "new" technology but represents a significant improvement on the well-established, well-understood, proven conventional SX separation technology preferred by REE producers.

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.

In regard to the disclosure in the "About Ucore Rare Metals Inc." section above, 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 prepare a new National Instrument 43-101 ("NI 43-101") technical report that demonstrates that the Bokan Mountain Rare Earth Elements 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 RapidSXâ„¢; RapidSXâ„¢ 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 RapidSXâ„¢; 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 Alaska and/or in the support expressed by the Alaska Industrial Development and Export Authority ("AIDEA") regarding the development of Bokan and/or the Alaska SMC; 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

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Ucore Secures Line of Credit Financing, Maintains Its Fast Track Plan for RapidSX Commercial Deployment

Ucore Secures Line of Credit Financing, Maintains Its Fast Track Plan for RapidSX Commercial Deployment

  • Orca Holdings, LLC provides a Line of Credit Facility in the amount of USD$2 million
  • The primary use of funds is for the continued construction of Ucore's rare earth element Commercial Demonstration Plant and its planned Q4-2022 commissioning

Ucore Rare Metals Inc. (TSXV: UCU) (OTCQX: UURAF) ("Ucore" or the "Company") is pleased to announce the receipt of financing by way of a secured line of credit facility in the amount of up to USD$2 million (the "Line of Credit"). Proceeds from the Line of Credit will primarily be used to continue the development of the Company's RapidSXTM Rare Earth Element ("REE") Commercial Demonstration Plant ("Demo Plant"), currently scheduled for commissioning in Q4 of 2022, as detailed in the Company's July 12, 2022 news release.

The Line of Credit has been extended by Orca Holdings, LLC ("Orca"). In consideration for granting the Line of Credit and subject to the approval of the TSX Venture Exchange, two million warrants ("Warrants") will be issued to Orca, with each Warrant entitling Orca to acquire one common share of the Company at an exercise price of CAD$0.75 during a one-year term ending on July 20, 2023. On July 21, 2022, the Company applied to the TSXV for the exchange's approval of the issuance of the Warrants.

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CENTURY LITHIUM PROVIDES UPDATE ON THE FEASIBILITY STUDY

CENTURY LITHIUM PROVIDES UPDATE ON THE FEASIBILITY STUDY

Century Lithium Corp. (TSXV: LCE) (OTCQX: CYDVF) (Frankfurt: C1Z) (Century Lithium or Company) reports that the Feasibility Study on the Company's Clayton Valley Lithium Project (Project), in Nevada, USA under the direction of Wood PLC and Global Resource Engineering Ltd., is currently under review by the Qualified Persons, and the Company anticipates its announcement imminently.

Century Lithium Provides Update on the Feasibility Study (CNW Group/Century Lithium Corp.)

To date, the Company's Feasibility Study team has revised and updated estimates for a phased production approach at the Project. These revisions also included assessment and evaluation of the economic benefit of sales of the surplus sodium hydroxide produced by the chlor-alkali plant.

The Company's Lithium Extraction Facility (Pilot Plant) in Amargosa Valley, Nevada is now in its third year of testing the processing of lithium-bearing claystone from the Project. All data collected has been essential to the Feasibility Study. Century Lithium continues to work toward permitting the Project including the collection of baseline data collection for biology, surface and groundwater hydrology, and social impacts. Earlier this year, baseline reports were submitted by the Company's consultants and were accepted by the appropriate government agencies. Multiple reports have been completed which will aide in the preparation of a Plan of Operations to initiate the National Environmental Policy Act (NEPA) process.

About Century Lithium Corp.

Century Lithium Corp. (formerly Cypress Development Corp.) is an advanced stage lithium company, focused on developing its 100%-owned Clayton Valley Lithium Project in west-central Nevada, USA . Century Lithium is currently in the pilot stage of testing on material from its lithium-bearing claystone deposit at its Lithium Extraction Facility in Amargosa Valley, Nevada and progressing towards completing a Feasibility Study and permitting, with the goal of becoming a domestic producer of lithium for the growing electric vehicle and battery storage market.

ON BEHALF OF Century Lithium CORP.
WILLIAM WILLOUGHBY , PhD., PE
President & Chief Executive Officer

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THE CONTENT OF THIS NEWS RELEASE.

Cautionary Note Regarding Forward-Looking Statements

This release includes certain statements that may be deemed to be "forward-looking statements". Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as " expects," "estimates," "projects," "anticipates," "believes," "could," "scheduled," and other similar words. All statements in this release, other than statements of historical facts, that address events or developments that management of the Company expects, are forward-looking statements. Although management believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance, and actual results or developments may differ materially from those in the forward-looking statements. The Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause actual results to differ materially from those in forward-looking statements, include market prices, exploration, and development successes, continued availability of capital and financing, and general economic, market or business conditions. Please see the public filings of the Company at www.sedar.com for further information.

Cision View original content to download multimedia: https://www.prnewswire.com/news-releases/century-lithium-provides-update-on-the-feasibility-study-302121633.html

SOURCE Century Lithium Corp.

Cision View original content to download multimedia: http://www.newswire.ca/en/releases/archive/April2024/19/c7578.html

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Victory Announces Private Placements

Victory Announces Private Placements

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Victory Battery Metals Corp. (CSE:VR)(FRA:VR6) (OTC PINK:VRCFF) ("Victory" or the "Company") announces today that it will undertake a non-brokered private placement of up to $500,000 by the issuance of 10,000,000 units at $0.05, each unit consisting of one share and one half a warrant. Each whole warrant entitles the holder to additional share for 2 years at a price of $0.10

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Edison Lithium Expands Portfolio with Acquisition of Additional Sodium Brine Claim in Saskatchewan

Edison Lithium Expands Portfolio with Acquisition of Additional Sodium Brine Claim in Saskatchewan

Edison Lithium Corp. (TSXV: EDDY) (OTCQB: EDDYF) (FSE: VV0) ("Edison", "Edison Lithium" or the "Company") announces that it has entered into an asset purchase agreement (the "Agreement") with Globex Mining Enterprises Inc. ("Globex") dated the 8th day of April, 2024, pursuant to which the Company shall acquire from Globex the rights to alkali disposition A-4593 (see Figure 1) located in Whiteshore Lake in the Province of Saskatchewan (the "Alkali Disposition").

Edison's recent acquisitions of sodium brine claims is driven by interest in Sodium-Ion battery formulations. For information on Sodium-Ion batteries, visit www.sodiumbatteryhub.com.

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GMV Minerals Inc. Closes Second Tranche Non-Brokered Financing

GMV Minerals Inc. Closes Second Tranche Non-Brokered Financing

GMV Minerals Inc. (the "Company" or "GMV") (TSXV:GMV)(OTCQB:GMVMF) is pleased to announce that it has closed the second and final tranche of its non-brokered private placement. The second tranche raised gross proceeds of $80,250 from the issuance of 535,000 units (the "Units") at a price of $0.15 per Unit. The total private placement raised $301,350 in gross proceeds with the issuance of 2,009,000 Units

Each Unit consists of one common share of the Company (a "Common Share") and one half of one Common Share purchase warrant ("Warrant"). Each Warrant entitles the holder to purchase one Common Share at a price of $0.25 for a period of twelve months from the date issuance.

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Lancaster Resources Acquires Piney Lake Gold Property

Lancaster Resources Acquires Piney Lake Gold Property

Lancaster Resources Inc. (CSE:LCR | OTCQB:LANRF | FRA:6UF0) (" Lancaster" or the " Company " ) a North American critical minerals exploration company, is excited to announce the acquisition of the Piney Lake Gold Property.

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NextSource Materials Provides Development Update on Battery Anode Facility in Mauritius Freeport Zone

NextSource Materials Provides Development Update on Battery Anode Facility in Mauritius Freeport Zone

NextSource Materials Inc. (TSX:NEXT)(OTCQB:NSRCF) ("NextSource" or the "Company") is pleased to announce progress with the development of its Battery Anode Facility (BAF) in the Freeport Zone of the port of Port-Louis, Mauritius

Following a comprehensive site selection process, the Company has signed a long-term lease agreement for a site in the Freeport Zone of Port-Louis for the location of its first BAF plant. The Company has integrated engineering improvements into the plant design and initiated the environmental permitting (EIA) process.

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