| HALIFAX |

” Ucore’s acquisition of IMC represents a significant opportunity for Ucore, its shareholders and all stakeholders, while accelerating our M3 Plan of Action. After significant study, the most convincing element of our analysis was understanding that RapidSX™ is not a ‘new’ technology but rather an important improvement on well-established, understood and industry-expected SX separation technology.”

Pat Ryan |

Chairman

Ucore Rare Metals.

Ucore Rare Metals Inc. recently announced  that it has executed a binding Share Purchase Agreement with Innovation Metals Corp. and its shareholders, dated April 25, 2020, whereby Ucore will acquire 100% of the issued and outstanding shares of IMC. IMC is a privately held Canadian company that has developed RapidSX™ technology for the separation and purification of critical metals including rare earth elements (REEs), lithium (Li), nickel (Ni) and cobalt (Co).

RapidSX™ is an accelerated solvent-extraction-based separation technology, developed and successfully piloted by IMC. Amongst other test work, RapidSX™ has proven highly effective at the pilot scale in separating both heavy REE (HREE) and light REE (LREE) feedstocks to commercial-grade rare-earth oxides (REO) with expected significant technical and economic efficiencies relative to existing technologies.

The Company further announced that it has received subscription agreements pursuant to a concurrent C$2.8 million convertible debenture financing. The Financing is integral to the acquisition as the proceeds from the Financing will be used to progress the development and deployment of the RapidSX™ technology and the related further advancement of the Company’s M3 Plan of Action.

Acquisition of Innovation Metals Corp.

Under the terms of the Purchase Agreement, Ucore has agreed to acquire 100% of the issued and outstanding shares of IMC for an aggregate purchase price of C$5,801,000.  The Acquisition Consideration will be made up of 45,383,412 common shares of the Company  and C$1,000 in cash. In accordance with the Purchase Agreement, the Acquisition Shares were deemed to have a value of C$0.1278 per common share, which is equal to the 5-day volume weighted average price (VWAP) of the Company’s common shares on the TSX Venture Exchange as at the close of trading on April 24, 2020 with no discount being applied. 

Additionally, upon the closing of the Acquisition, Ucore will provide IMC with a C$500,000 non-interest-bearing inter-company loan for the immediate continued development of RapidSX™.  IMC is expected to have no other liabilities upon the closing of the Acquisition.

Developed over several years, initially at the lab-scale level and then more recently with pilot facility column testing, RapidSX™ combines the time-proven chemistry of solvent extraction technology (the REE industry’s current standard bulk commercial separation technology) with a new column-based platform, which significantly accelerates separation performance, resulting in smaller process-plant size and lower expected capital and operating costs.  IMC has also turned its present-day attention to utilizing RapidSX™ with other feedstocks, including nickel and cobalt from Ni-Co concentrates and lithium from Li brines.

Ucore Chairman, Pat Ryan, commented: “Ucore’s acquisition of IMC represents a significant opportunity for Ucore, its shareholders and all stakeholders, while accelerating our M3 Plan of Action. After significant study, the most convincing element of our analysis was understanding that RapidSX™ is not a ‘new’ technology but rather an important improvement on well-established, understood and industry-expected SX separation technology. We firmly believe that the RapidSX™ technology holds considerable merit for Ucore’s own prospective Alaska Strategic Metals Complex as discussed in our M3 Plan of Action as well as industry-wide commercialization in particular due to the scalable and modular nature of RapidSX™.”

Ucore’s M3 Plan of Action is a comprehensive, near-term strategy predicated on building an economically robust, 100% Made-in-USA HREE and LREE supply-chain solution to address US critical metals independence which is needed to mitigate current concerns about the extreme concentration of the REE supply chain in China with scalable, secure, complete and, as importantly, cost-competitive HREE and LREE downstream transformation capacity.

The further development of RapidSX™ to the point of commercial readiness will allow the Ucore-IMC team to support all efforts by the US government and its allies to prospectively achieve this nationally secure pathway to independence”, stated Mike Schrider, P.E., Chief Operating Officer of Ucore.

 

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