Critical Metals

Ucore Closes Private Placement Financing for $4.59 Million

Ucore Rare Metals Inc. (TSXV: UCU) (OTCQX: UURAF) ("Ucore" or the "Company") is pleased to announce that further to its previous announcements, the Company has closed its non-brokered private placement (the "Private Placement") consisting of a total of 7,055,795 units (the "Units") at a subscription price of $0.65 per Unit, for aggregate gross proceeds to the Company of $ $4,586,266.75.

Each Unit consisted of one common share of the Company (a "Common Share") and one Common Share purchase warrant (a "Warrant"). Each Warrant entitles the holder to purchase one Common Share at a price of $0.85 for a 24-month term.

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

Pursuant to National Instrument 45-102 - Resale of Securities, the Common Shares, Warrants, Finders Warrants and any underlying Common Shares to be issued upon exercise of the Warrants or Finders Warrants will be subject to a four-month hold period commencing on the closing date of the Offering (December 22, 2022). Additional hold periods and/or trading or resale restrictions may also apply in the United States.

Pursuant to the Private Placement, Orca Holdings, LLC (a company owned and controlled by Randy Johnson, a director of the Company) subscribed for a 1,785,000 Units for aggregate gross proceeds of $1,160,250 which is considered to be a related party transaction within the meaning of Multilateral Instrument 61-01 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The transaction is 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. No new insiders and no control persons were created in connection with the closing of the Private Placement.

Prior to the Private Placement, Ucore had 49,084,130 Common Shares that were issued and outstanding. Mr. Johnson, 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 265,000 stock options of Ucore, representing approximately 10.37% of the issued and outstanding Common Shares (on a non-diluted basis) or approximately 15.96% upon the exercise of the warrants and the stock options (on a partially diluted basis). Following today's closing of the Private Placement, Ucore has 56,139,925 Common Shares that are issued and outstanding. Following the closing of the Private Placement, Mr. Johnson, directly or indirectly, holds beneficial ownership of, and control and direction over, a total of 6,877,406 Common Shares, 4,785,000 warrants, and 265,000 stock options of the Company, representing approximately 12.25% of the issued and outstanding Common Shares (on a non-diluted basis) or approximately 19.49% upon the exercise of the warrants and the stock options (on a partially diluted basis). The figures in this paragraph assume that the TSXV approves the warrant issuances mentioned in Ucore's press release dated December 19, 2022 regarding the extensions of the maturity dates for the line of credit and the term loan that Orca has provided to Ucore).

The Private Placement was reviewed and unanimously approved by the Company's Board of Directors. This news release and the related material change report are being issued and filed on SEDAR less than 21 days before the expected closing of the transaction since the decision to pursue the transaction on the terms described in the Company's Press Release dated December 6, 2022 was less than 21 days before the expected date of the closing; and, in addition, recent general capital market volatility made the Company uncertain about the expected closing until the formal subscription agreements were received.

The following arms-length finders received cash commissions totaling $24,115 and an aggregate of 370,140 finders warrants ("Finders Warrants"); Canaccord Genuity Corp., PI Financial Corp., GloRes Securities Inc., John Wilson, and Mezzo Consulting Services S.A. Each Finders Warrant will entitle the holder thereof to purchase one Common Share of the Company at a price of $0.65 per Common Share for a period of 24 months after the Closing of the Private Placement.

The issuance of the securities offered pursuant to the Offering was completed on a private placement and prospectus-exempt basis, as applicable, such that the distributions will be exempt from any applicable prospectus and securities registration requirements.

For further information about the Company, please visit www.ucore.com and also review the Company's disclosure available on www.SEDAR.com.

# # #

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 US REE supply chain through the near-term development of a heavy and light rare-earth processing facility in the US State of 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."

About RapidSX™ Technology

Innovation Metals Corp. ("IMC") developed the RapidSX™ 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. RapidSX™ 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, RapidSX™ 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.

Regarding the disclosure in the main body of the press release above, the Company has assumed that the proceeds from the Offering will be used towards: the commissioning of the Company's planned RapidSXTM demonstration plant; the processing of initial feedstock through the Company's demonstration plant; the finalization of offtake and feedstock agreements; engineering work for the Company's proposed Strategic Metals Complex in Louisiana, USA; for the partial settlement of short-term debt; and for general working capital purposes. This represents the Company's current plan and its budget. The Company has also assumed that it will be able to receive the approval of the TSXV for the granting of the new warrants to Orca pursuant to the terms of the Line of Credit Amending Agreement and the Term Loan Amending Agreement as described in Ucore's press release dated December 19, 2022.

Regarding the disclosure in the press release above, including in the "About Ucore Rare Metals Inc." and the "About RapidSX™ Technology" sections, 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 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 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 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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UCU:CA,UURAF
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 RapidSX™ 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") RapidSX™ 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 RapidSX™ technology platform leading to the subsequent July 12, 2022, announcement of the nearly 3X increase in scope of the RapidSX™ 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 RapidSX™ 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 RapidSX™ 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 RapidSX™ process' configuration and enable direct head-to-head comparison of the performance of RapidSX™ 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 RapidSX™ Technology

IMC developed the RapidSX™ 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. RapidSX™ 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, RapidSX™ 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 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 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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