Ucore Announces Brokered Offering of Units for up to $5.35 Million

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HALIFAX, Nova Scotia, June 16, 2023 (GLOBE NEWSWIRE) -- Ucore Rare Metals Inc. (TSXV: UCU) (OTCQX: UURAF) (“Ucore” or the “Company”) has entered into an engagement letter with Research Capital Corporation (the “Lead Agent”), on behalf of a syndicate of agents, including Canaccord Genuity Corp. and Echelon Wealth Partners Inc. (collectively, the “Agents”), in connection with a ‘best efforts’ agency basis private placement of units of the Company (the “Units”) at a price of $1.00 per Unit (the “Offering Price”) for minimum gross proceeds of $4.0 million and maximum gross proceeds of $5.35 million (the “Offering”). Each Unit will consist of one common share in the capital of the Company (a “Common Share”) and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one Common Share (a “Warrant Share”) for a period of 36 months following the closing date of the Offering at an exercise price of $1.25.

The Company has granted the Agents an option (the “Agents’ Option”), exercisable in whole or in part prior to the closing of the Offering, to offer and sell up to an additional 802,500 Units at the Offering Price, for additional gross proceeds of up to approximately $0.8 million. If the Agents’ Option is exercised in full, the aggregate gross proceeds to the Company will be approximately $6.15 million.

“Having recently participated in the Critical Minerals Institute Summit in Toronto, we are more confident than ever that Ucore’s planned rare earth separation facility in Louisiana will be a critical component of a North American rare earth supply chain,” stated Pat Ryan, Ucore Chairman and CEO. “This Offering, together with the recent US$4 million award from the US Department of Defense, positions the Company strongly as end users seek a Western rare earth element supply chain.”

The Units to be issued under the Offering will be offered to purchasers pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”), in all the provinces of Canada, except Québec. The Units will not be subject to resale restrictions pursuant to applicable Canadian securities laws.

The Agents will also be entitled to offer the Units for sale in the United States pursuant to available exemptions from the registration requirements of the United States Securities Act of 1933, as amended, and in those other jurisdictions outside of Canada and the United States provided it is understood that no prospectus filing or comparable obligation arises in such other jurisdiction.