Company Website:
http://www.rareelementresources.com
LAKEWOOD, Colo. -- (Business Wire)
Rare Element Resources Ltd. (the “Company”) (NYSE MKT: REE and TSX:
RES) today announced that it has entered into a definitive purchase
agreement with a single institutional investor pursuant to which it
agreed to sell an aggregate of 5,230,770 common shares and warrants to
purchase up to 2,615,385 common shares in a registered direct offering.
The purchase price for each unit, consisting of one common share and a
warrant to purchase 0.5 common shares, is US$0.65, representing an
approximate 15% discount to the five-day volume weighted average price
ending on April 23, 2015. The warrants will be exercisable, at a price
of US$0.85 per share, immediately following issuance and will expire
three years from the date of issuance. The closing of the offering is
expected to take place on or about April 29, 2015, subject to the
satisfaction of customary closing conditions, including the approval of
the Toronto Stock Exchange and NYSE MKT. Proceeds from the offering will
be used for pre-development of the Bear Lodge Rare Earth Element
Project, including for progression of permitting, continued test work on
rare earth element separation, engineering and optimization studies, and
progression of a feasibility study, as well as for working capital and
other general corporate purposes.
H.C. Wainwright & Co., LLC acted as exclusive placement agent in
connection with the offering.
A shelf registration statement (File No. 333-189235) relating to the
common shares and warrants issued and issuable in the offering has been
filed with and declared effective by the Securities and Exchange
Commission (the “SEC”). A prospectus supplement relating to the offering
will be filed by the Company with the SEC. Copies of the prospectus
supplement, together with the accompanying prospectus, can be obtained
at the SEC’s website at http://www.sec.gov,
or from Rare Element Resources Ltd., 225 Union Boulevard, Suite 250,
Lakewood, Colorado 80228, or from H.C. Wainwright & Co. by e-mailing placements@hcwco.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities of the Company in this
offering. There shall not be any offer, solicitation of an offer to buy,
or sale of securities in any state or jurisdiction in which such an
offering, solicitation, or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction. Any offering in the United States will be made only by
means of a prospectus, including a prospectus supplement, forming a part
of the effective registration statement.
Rare Element Resources Ltd. is a publicly traded mineral resource
company focused on exploration and development of rare-earth element
deposits, specifically those with significant distribution of critical
rare earths. The Company is advancing development of the Bear Lodge
Project, located in northeast Wyoming. Bear Lodge is a significant
mineralized district containing many of the less common, more valuable
critical rare earths that are essential for electronics, fiber optics,
laser systems for health and defense, as well as many evolving green
technologies, like hybrid cars, solar panels and wind turbines.
Permitting and feasibility work on the Project continue to advance. The
Company is a member of the U.S. Department of Energy’s Critical
Materials Institute, a combined government and private sector
organization committed to eliminating supply chain issues for rare
earths and other critical elements.
For additional information, please contact Robbin Lee at 720-278-2462 or rlee@rareelementresources.com.
Forward-Looking Statements
This news release contains forward-looking statements within the meaning
of securities legislation in the United States and Canada. Except for
statements of historical fact, certain information contained herein
constitutes forward-looking statements. Forward-looking statements are
usually identified by our use of certain terminology, including “will,”
“believes,” “may,” “expects,” “should,” “seeks,” “anticipates,” “plans,”
“has potential to,” or “intends,” or by discussions of strategy or
intentions. Such forward-looking statements include statements regarding
completion of the offering and the use of proceeds of this offering.
Such forward-looking statements involve known and unknown risks,
uncertainties, and other factors which may cause our actual results or
achievements to be materially different from any future results or
achievements expressed or implied by such forward-looking statements.
Factors that could cause actual results to differ materially include,
but are not limited to, regulatory matters; the future price of our
common shares, which will be dependent on such matters as the progress
of our Bear Lodge Project, fluctuations in demand for, and price of,
rare earth products, success of process technology under testing, and
any overhang resulting from the issuances in this offering; timing of
any unexpected events at the Bear Lodge property; delay or failure to
receive government approvals and permits; changes in U.S. and Canadian
securities markets; and general economic conditions. There can be no
assurance that future developments affecting the Company will be those
anticipated by management. Please refer to the discussion of these and
other uncertainties and risk factors set out in our filings made from
time to time with the SEC and the Canadian regulators, including,
without limitation, our reports on Form 10-K and Form 10-Q. We expect
that the above estimates will change as new information is received and
that actual results will vary from these estimates, possibly by material
amounts. While we may elect to update our forward-looking information at
any time, we do not undertake to update at any particular time or in
response to any particular event. Investors and others should not assume
that any forecasts in this press release represent management’s estimate
as of any date other than the date of this press release.
Contacts:
Rare Element Resources Ltd.
Robbin Lee, 720-278-2462
rlee@rareelementresources.com
Source: Rare Element Resources Ltd.
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