UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE
13a-16 or 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of December, 2015
Commission File Number 001-35001
AVALON RARE METALS
INC.
(Translation of registrants name into English)
130 Adelaide Street West
Suite #1901
Toronto, Ontario M5H 3P5
(Address of principal
executive offices)
Indicate by check mark whether the registrant files or will
file annual reports under cover Form 20-F or Form 40-F
Form 20-F
[X] Form
40-F [ ]
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Note: Regulation S-T Rule 101(b)(1) only permits the
submission in paper of a Form 6-K if submitted solely to provide an attached
annual report to security holders.
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Note: Regulation S-T Rule 101(b)(7) only permits the
submission in paper of a Form 6-K if submitted to furnish a report or other
document that the registrant foreign private issuer must furnish and make public
under the laws of the jurisdiction in which the registrant is incorporated,
domiciled or legally organized (the registrants home country), or under the
rules of the home country exchange on which the registrants securities are
traded, as long as the report or other document is not a press release, is not
required to be and has not been distributed to the registrants security
holders, and, if discussing a material event, has already been the subject of a
Form 6-K submission or other Commission filing on EDGAR.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
|
AVALON RARE METALS INC. |
|
|
|
|
|
|
|
/s/ R.
James Andersen |
Date December 24, 2015 |
R. James Andersen |
|
Chief Financial Officer and VP Finance
|
EXHIBIT INDEX
FORM 51-102F3
MATERIAL CHANGE REPORT
Item
1
Name and Address of Company
Avalon Rare Metals Inc. (Avalon or the Company)
130
Adelaide Street West
Suite 1901
Toronto, ON M5H 3P5
Item
2
Date of Material Change
December 24, 2015.
Item
3
News Release
A news release was disseminated on December 24, 2015 through
the facilities of Newsfile and subsequently filed on SEDAR.
Item
4
Summary of Material Change
On December 24, 2015, the Company completed a non-brokered
private placement (the Private Placement), issuing 6,000,000 flow-through
units ("Flow-Through Units") at a price of $0.125 per Flow-Through Unit for
gross proceeds of $750,000. Each Flow-Through Unit consists of one flow-through
common share and one-half of one non-flow-through common share purchase warrant.
Each whole warrant shall entitle the holder to acquire one non-flow-through
common share at a price of $0.175 for a period of 24 months from today.
Item
5
Full Description of Material Change
On December 24, 2015, the Company completed its Private
Placement, issuing 6,000,000 Flow-Through Units at a price of $0.125 per
Flow-Through Unit for gross proceeds of $750,000. Each Flow-Through Unit
consists of one flow-through common share and one-half of one non-flow-through
common share purchase warrant. Each whole warrant shall entitle the holder to
acquire one non-flow-through common share at a price of $0.175 for a period of
24 months from today.
Secutor Capital Management Corporation, and its affiliates,
acted as a finder for the Company, and were paid a cash commission of 6% of the
gross proceeds and issued non-transferrable finders warrants equal to 6% of the
number of Flow-Through Units sold, with each finders warrant being exercisable
to acquire one common share of the Company at a price of $0.125 for a period of
24 months from today.
The securities issued are subject to a hold period expiring
April 25, 2016 in accordance with the rules and policies of the Toronto Stock
Exchange (TSX) and applicable Canadian securities laws.
Proceeds from the Private Placement will be used to fund
eligible exploration work on Avalons Separation Rapids Lithium Project near
Kenora, Ontario and its East Kemptville Tin-Indium Project, in Yarmouth, Nova
Scotia.
-2-
Item
6
Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item
7
Omitted Information
Not applicable.
Item
8
Executive Officer
Donald S. Bubar, President & Chief Executive Officer, (416)
364-4938.
Item
9
Date of Report
December 24, 2015.
This material change report contains forward-looking
statements within the meaning of the United States Private Securities
Litigation Reform Act of 1995 and applicable Canadian securities legislation.
Forward-looking statements include, but are not limited to, statements related
to how the Company plans to use the net proceeds from the Private Placement.
Generally, these forward-looking statements can be identified by the use of
forward-looking terminology such as potential, scheduled, anticipates,
continues, expects or does not expect, is expected, scheduled,
targeted, planned, or believes, or variations of such words and phrases or
state that certain actions, events or results may, could, would, might
or will be or will not be taken, reached or result, will occur or be
achieved. Forward-looking statements are subject to known and unknown risks,
uncertainties and other factors that may cause the actual results, level of
activity, performance or achievements of Avalon to be materially different from
those expressed or implied by such forward-looking statements. Forward-looking
statements are based on assumptions management believes to be reasonable at the
time such statements are made. Although Avalon has attempted to identify
important factors that could cause actual results to differ materially from
those contained in forward-looking statements, there may be other factors that
cause results not to be as anticipated, estimated or intended. Factors that may
cause actual results to differ materially from expected results described in
forward-looking statements include, but are not limited to market conditions,
and the possibility of cost overruns or unanticipated costs and expenses as well
as those risk factors set out in the Companys current Annual Information Form,
Managements Discussion and Analysis and other disclosure documents available
under the Companys profile at www.sedar.com.
There can be no assurance that such statements will prove to be accurate, as
actual results and future events could differ materially from those anticipated
in such statements. Such forward-looking statements have been provided for the
purpose of assisting investors in understanding the Companys plans and
objectives and may not be appropriate for other purposes. Accordingly, readers
should not place undue reliance on forward-looking statements. Avalon does not
undertake to update any forward-looking statements that are contained herein,
except in accordance with applicable securities laws.
Avalon Advanced Materials (QB) (USOTC:AVLNF)
Historical Stock Chart
From Jun 2024 to Jul 2024
Avalon Advanced Materials (QB) (USOTC:AVLNF)
Historical Stock Chart
From Jul 2023 to Jul 2024