Ucore Amends and Closes Private Placement
June 20, 2018 - HALIFAX, NOVA SCOTIA - Ucore Rare Metals Inc. (TSXV: UCU) (OTCQX: UURAF) ("Ucore" or the "Company") announces that Orca Holdings, LLC ("Orca"), a company owned and controlled by Randy T. Johnson of Ketchikan, Alaska, has notified the Company of a prospective desire to increase Orca's investment in the Company such that Orca would control in excess of 20% of the Company's voting shares on a partially diluted basis. This would result in Orca becoming a "Control Person" as defined by TSXV Policy 1.1 and any such transaction may also result in a "Change of Control" as defined in TSXV Policy 1.1, which would be subject to the approval of both the TSX Venture Exchange and a majority of the Company's disinterested shareholders (in accordance with TSXV Policies as well as Multilateral Instrument 61-101 "Protection of Minority Security Holders in Special Transactions"). However, no offer has been made by any party and no transaction is being contemplated by the Company at this time. Orca currently owns or controls 36,188,032 common shares of the Company (representing 13.1%) and 11,408,772 warrants that are exercisable into that number of additional common shares of the Company (representing an aggregate of 16.5% on a partially diluted basis). Orca filed an early warning report on SEDAR on January 19, 2016 when it completed a royalty conversion transaction with the Company and then held approximately 15% of the Company's common shares. Orca also participated in the Company's recent Private Placement. Details are available on SEDAR at www.sedar.com and on SEDI at www.sedi.ca.
The Board of Directors of the Company is considering Orca's request and has elected to end the previously announced Private Placement (see press releases on May 23 and June 11, 2018) and is not accepting any further investment at this time, pending a more detailed consideration and review of potential investment opportunities with potential Control Persons.
Ucore Rare Metals Inc. is a development-phase company focused on rare metals resources, extraction and beneficiation technologies. The Company has a 100% ownership stake in the Bokan Project. On March 31, 2014, Ucore announced the unanimous support of the Alaska State Legislature for the investment of up to USD $145 Million in the Bokan project at the discretion of the Alaska Import Development and Export Agency ("AIDEA").
For further information, please contact Mr. Jim McKenzie, President and Chief Executive Officer of Ucore Rare Metals Inc. at: +1 (902) 482-5214 or visit <http://www.ucore.com>
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 events or developments that the Company expects, 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 and actual results or developments may differ materially from those in forward-looking statements
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined by the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.