Commerce Resources Corp. Announces Flow-through Non-brokered Private Placement

VANCOUVER, BC / ACCESSWIRE / December 15, 2021 / Commerce Resources Corp. (TSXV:CCE)(OTCQX:CMRZF)(FSE:D7H0) (the "Company" or "Commerce") is pleased to announce a non-brokered private placement consisting of the issuance of up to 10,700,000 common shares (each, a "Share") issued on a "flow-through" basis pursuant to the Income Tax Act (Canada) and the Taxation Act (Quebec) at a price of $0.28 per Share for gross proceeds of up to $3,000,000 (the "Offering"). Insiders may participate in the Offering.

The aggregate gross proceeds from the sale of the Offering will be used to advance the developments of the Company's Ashram REE Deposit in Quebec.

Finders' fees may be payable in connection with the Offering in accordance with the policies of the TSX Venture Exchange (the "Exchange").

All securities issued in connection with the Offering will be subject to a statutory hold period expiring four months and one day after closing of the Offering. Completion of the Offering is subject to the approval of the Exchange. Any participation by insiders in the Offering will constitute a related party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") but is expected to be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.

About Commerce Resources Corp.

Commerce Resources Corp. is a junior mineral resource company focused on the development of the Ashram Rare Earth and Fluorspar Deposit located in Quebec, Canada. The Company is positioning to be one of the lowest cost rare earth producers globally, with a specific focus on being a long-term supplier of mixed rare earth carbonate and/or NdPr oxide to the global market. The Ashram Deposit is characterized by simple rare earth (monazite, bastnaesite, xenotime) and gangue (carbonates) mineralogy, a large tonnage resource at favourable grade, and has demonstrated the production of high-grade (>45% REO) mineral concentrates at high recovery (>70%) in line with active global producers. In addition to being one of the largest rare earth deposits globally, Ashram is also one of the largest fluorspar deposits globally and has the potential to be a long-term supplier to the met-spar and acid-spar markets.