/NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO
UNITED STATES WIRE
SERVICES/
TORONTO, Feb. 20,
2025 /CNW/ - Aclara Resources Inc.
("Aclara" or the "Company") (TSX: ARA) is pleased to
announce the closing of its non-brokered private placement
financing pursuant to which CAP S.A.
("CAP"), Hochschild Mining Holdings Limited
("Hochschild") and New Hartsdale Capital Inc. ("New
Hartsdale") subscribed for 51,303,573 common shares of the
Company (the "Common Shares") for aggregate gross proceeds
of US$25,000,001 (the
"Private Placement") at a price of C$0.70 per share. As a result of the Private
Placement, which was first announced on December 23, 2024, the total number
of issued and outstanding Common Shares of the
Company increased from 166,409,223
to 217,712,796. Additionally, each of
CAP, Hochschild and New Hartsdale respectively hold
22,163,143, 42,787,104 and 80,340,876 Common
Shares representing approximately 10.18%, 19.65% and
36.90% of the issued and outstanding Common Shares of the Company.
The Private Placement was approved by shareholders on a
disinterested basis at a special meeting of shareholders of the
Company held on February 13,
2025 (the "Special Meeting").
Aclara intends to use the net proceeds from the Private
Placement to fund the continued development of its Carina Project
in Brazil, to advance its
integrated supply chain strategy, and for general corporate
purposes.
"With the successful completion of this
strategic financing, Aclara
is now funded to execute
the 2025 work programs at
our Carina Project in Brazil and to further
advance the development of our
rare earths separation technology in the
United States," noted Ramon Barua, Chief Executive Officer of
Aclara. "We are excited to welcome CAP as a strategic
investor in the Company and very encouraged by the continued
support from our existing
major shareholders. As we move
forward, we remain committed to pursuing Aclara's
vision and
delivering substantial strategic
value throughout 2025."
Key targeted milestones for the development of
the Carina Project in 2025 include:
- Construction of a semi-industrial scale continuous pilot
operation (Q2 2025)
- Completion of an infill drilling campaign intended to convert
resources to the measured and indicated category for the
pre-feasibility study (Q2 2025)
- Submission of the Environmental Impact Study ("Preliminary
License") to the Goiás State environmental agency for
evaluation (Q2 2025)
- Upgrading inferred mineral resources to measured and indicated
categories (Q3 2025)
- Completion and release of the NI 43-101 pre-feasibility study
technical report (Q3 2025)
- 75% progress of the Feasibility Study development (Q4
2025)
Aclara also intends to allocate a smaller portion of
the net proceeds, along with potential government funding, to
advance its separation project in the
United States. Key targeted milestones for
2025 include:
- Completion of the plant location study (2025)
- Laboratory test work (Q2 2025)
- Integrated pilot scale testing (Q3-Q4 2025)
Concurrent with the closing of the Private Placement, the
Company and CAP executed an investor rights agreement (the
"IRA") reserving certain rights for CAP. Under the terms of
the IRA, for so long as CAP maintains a 10% or more ownership of
the outstanding Common Shares (on a non-diluted basis), CAP will
have the right to nominate one individual to Aclara's board of
directors and will also be granted pre-emptive and top-up rights to
maintain its percentage interest in the outstanding Common Shares
of the Company in connection with any future issuances of Aclara's
securities, subject to certain exclusions. In addition, the IRA
grants CAP a demand subscription right providing it with the
ability to increase its ownership interest in the Company to 19.9%
(on a non-diluted basis) subject to certain conditions.
The Common Shares issued pursuant to the Private Placement are
subject to a four month and one day hold period pursuant to
securities laws in Canada. The
Private Placement is subject to the final approval of the Toronto
Stock Exchange.
Additional details regarding the Private Placement were
discussed in the Company's management information
circular, which was filed on January 23, 2025 in connection with the Special
Meeting to approve the Private Placement (the
"Circular") and is available on the Company's profile
on SEDAR+ at www.sedarplus.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful. The securities being offered have not been,
nor will they be, registered under the United States Securities Act
of 1933, as amended (the "U.S. Securities Act") and may not
be offered or sold in the United
States or to, or for the account or benefit of, U.S. persons
absent registration or an applicable exemption from the
registration requirements of the U.S. Securities Act and applicable
state securities laws.
About Aclara
Aclara Resources Inc. (TSX: ARA), a Toronto Stock Exchange
listed company, is focused on building a vertically integrated
supply chain for rare earths alloys used in permanent magnets. This
strategy is supported by Aclara's development of rare earth mineral
resources hosted in ionic clay deposits, which contain high
concentrations of the scarce heavy rare earths, providing the
Company with a long-term, reliable source of these critical
materials. The Company's rare earth mineral resource development
projects include the Carina Project in the State of Goiás,
Brazil as its flagship project and
the Penco Module in the Bio-Bio Region of Chile. Both projects feature Aclara's patented
technology named Circular Mineral Harvesting, which offers a
sustainable and energy-efficient extraction process for rare earths
from ionic clay deposits. The Circular Mineral Harvesting process
has been designed to minimize the water consumption and overall
environmental impact through recycling and circular economy
principles.
Through its wholly-owned subsidiary, Aclara Technologies Inc.,
the Company is further enhancing its product value by developing a
rare earths separation plant in the United States. This
facility will process mixed rare earth carbonates sourced from
Aclara's mineral resource projects, separating them into pure
individual rare earth oxides. Additionally, Aclara through a
joint venture with CAP S.A., is advancing its alloy-making
capabilities to convert these refined oxides into the alloys needed
for fabricating permanent magnets. This joint
venture leverages CAP's extensive expertise in metal
refining and special ferro-alloyed steels.
Beyond the Carina Project and the Penco Module, Aclara is
committed to expanding its mineral resource portfolio by
exploring greenfield opportunities and further developing projects
within its existing concessions in Brazil, Chile, and Peru, aiming to increase future production of
heavy rare earths.
Forward-Looking Statements
This press release contains "forward-looking information"
within the meaning of applicable securities legislation, which
reflects the Company's current expectations regarding future
events, including statements with regard to, among other things,
the timing of submission of the Preliminary License and approval
thereof, the timing of the completion of the pre-feasibility and
feasibility studies for the Carina Project, the completion of any
drill proposed campaigns, the updated mineral resources to measured
and indicated categories, the timing of construction of pilot
operations, the timing and completion of laboratory test work, the
timing of integrated pilot scale testing and other statements that
are not material facts. Forward-looking information is based
on a number of assumptions and is subject to a number of risks and
uncertainties, many of which are beyond the Company's control. Such
risks and uncertainties include, but are not limited to risks
related to operating in a foreign jurisdiction, including political
and economic risks in Chile and
Brazil; risks related to changes
to mining laws and regulations and the termination or non-renewal
of mining rights by governmental authorities; risks related to
failure to comply with the law or obtain necessary permits and
licenses or renew them; cost of compliance with applicable
environmental regulations; actual production, capital and operating
costs may be different than those anticipated; the Company may be
not able to successfully complete the development, construction and
start-up of mines and new development projects; risks related to
fluctuation in commodity prices; risks related to mining
operations; and dependence on the Penco Module and/or the Carina
Project. Aclara cautions that the foregoing list of factors is not
exhaustive. For a detailed discussion of the foregoing factors,
among others, please refer to the risk factors discussed under
"Risk Factors" in the Company's annual information form dated as of
March 22, 2024, filed on the
Company's SEDAR+ profile. Actual results and timing could
differ materially from those projected herein. Unless otherwise
noted or the context otherwise indicates, the forward-looking
information contained in this press release is provided as of the
date of this press release and the Company does not undertake any
obligation to update such forward-looking information, whether as a
result of new information, future events or otherwise, except as
expressly required under applicable securities laws.
SOURCE Aclara Resources Inc.