HUDSON RESOURCES AND NEO PERFORMANCE MATERIALS SIGN AGREEMENT ON THE SARFARTOQ RARE EARTH ELEMENT PROJECT IN GREENLAND The Project is expected to have a very small environmental footprint, is located close to excellent infrastructure, and features a highly enriched rare earth mineraliza;on in elemen
FOR IMMEDIATE RELEASE: August 22, 2022 TSX: NEO.TO
TSX-V: HUD
OTC: HUDRF
NR2022-02
HUDSON RESOURCES AND NEO PERFORMANCE MATERIALS SIGN
AGREEMENT ON THE SARFARTOQ RARE EARTH ELEMENT PROJECT
IN GREENLAND
The Project is expected to have a very small environmental footprint, is located close to
excellent infrastructure, and features a highly enriched rare earth mineraliza;on in elements
required for permanent magnets
Investment represents a key step in Neo’s Magnets-to-Mine ver;cal integra;on strategy and
its plans to expand into rare earth permanent magnet manufacturing in Europe
Vancouver, BC / Toronto, ON (Aug. 22, 2022) – HUDSON RESOURCES INC. (“Hudson” or the “Company”) (TSX
Venture Exchange “HUD”; OTC “HUDRF”) and NEO PERFORMANCE MATERIALS INC. (“Neo”, TSX: NEO.TO) are
pleased to announce that the parRes have executed a binding agreement (“Agreement”) whereby Neo will
acquire from Hudson an exploraRon license (“License”) covering the Sarfartoq CarbonaRte Complex in
southwest Greenland (the “Project”). The Project hosts a mineral deposit that is enriched in neodymium and
praseodymium, two essenRal elements for rare earth permanent magnets used in electric vehicles, wind
turbines, and high-efficiency electric motors and pumps that help reduce greenhouse gas emissions.
Located just 60 kilometers from the internaRonal airport in Kangerlussuaq, the Project is close to Rdewater
and a major port facility and is directly adjacent to some of the best hydroelectric potenRal in Greenland.
Neo, through a special purpose enRty (“SPE”), plans to explore and develop the Sarfartoq Project to further
diversify its global sourcing of rare earth ore and to expand the rare earth supply chains that feed Neo’s rare
earth separaRon facility in Estonia. That facility was recently awarded a Gold Medal for its sustainable
pracRces by EcoVadis, the well-respected global sustainability auditor .
Neo is also pursuing plans to break ground on a greenfield rare earth permanent magnet manufacturing plant
in Estonia that is intended to provide European manufacturers with the permanent magnets needed for
electric and hybrid vehicles, wind turbines, and energy-saving electric motors and pumps. The Sarfartoq
Project also is a key element of Neo’s “Magnets-to-Mine” verRcal integraRon strategy.
CompleRon of the sale of the license (the "TransacRon”) is subject to various condiRons, including approval
from the Government of Greenland for the transfer of the License, expected to take approximately six
months, and approval of the TSX Venture Exchange (the “TSXV”) on the part of Hudson.
Neo intends to assign its rights under the Agreement to an SPE controlled by Neo that would hold the License
and conRnue exploraRon and ulRmately extracRon of the rare earth elements on the Project.
1
The key terms of the Agreement are as follows:
•Hudson receives a nonrefundable iniRal cash payment of US$250,000 upon signing of the Agreement.
•Upon receipt of approval from the Greenland government, Hudson will transfer the License to Neo or
the SPE.
•Hudson will receive an addiRonal US$3,250,000 upon closing of the transacRon.
•If within five years from the date of closing of the transacRon (1) the SPE transfers the License, or
there is a change in control of the SPE pursuant to an acquisiRon or merger, then Hudson will receive
5% of the total consideraRon received by the SPE in connecRon with such transfer, or (2) the SPE
conducts an iniRal public offering on a stock exchange (“IPO”), then Hudson will receive 5% of the
fully diluted equity interests in the SPE immediately prior to the IPO.
The License covers the large Sarfartoq carbonaRte complex that hosts Hudson’s ST1 REE project and the
Nukiiooq Niobium-Tantalum project. The REEs on the Property have a high raRo of neodymium and
praseodymium at 25%-40% of Total Rare Earth Oxides. Hudson completed a Preliminary Economic
Assessment on the ST1 project in November 2011 (see NR2011-15) that outlined a NaRonal Instrument
43-101 compliant resource containing 27 million kilograms of neodymium oxide and 8 million kilograms of
praseodymium oxide.
Three kilometers east of the ST1 Zone is another high-grade zone (ST40) that hosts one of the rare earth
industry’s highest-known raRos of neodymium oxide to Total Rare Earth Oxide (TREO) -- 45% -- as shown by
Hudson’s original mineralogical work (see NR2011-02).
Neo and the SPE expect to conduct addiRonal exploratory drilling and other work to move the Project forward
to eventual commercial operaRon. Neo also intends to enter into an ooake agreement with the SPE with
rights to purchase 60% of the ore or mineral concentrate produced from the Project.
Jim Cambon, Hudson’s President commented: “We are very pleased to have signed this agreement with a
global leader in the produc;on of advanced materials. As the world faces cri;cal shortages of rare earth
elements outside of China, we are pleased to help bring the Sarfartoq project a step closer to commercial
reality. This deal provides a significant cash injec;on to the company and importantly, also gives Hudson
shareholders poten;al significant upside in the future value of the Sarfartoq projects through equity or
addi;onal considera;on.”
ConstanRne Karayannopoulos, Neo’s President and Chief ExecuRve Officer, commented: “Neo con;nuously
pursues supply chain op;onality in order to ensure that our customers have a dependable supply of engineered
rare earth products. Once in produc;on, this project will significantly increase the diversity of global rare earth
supply for our processing facili;es around the world. It also is another step in our Magnets-to-Mine ver;cal
integra;on strategy. Based on our significant experience in assessing strategic mineral resources around the
world, we believe the Sarfartoq resource in Greenland is a strategic asset that uniquely complements Neo’s
European rare earth magnet growth strategy. This resource would supplement our current supply of rare earth
concentrate from Energy Fuels in the United States. We are very confident and suppor;ve of the Greenlandic
Government’s vision for sustainable-focused mining as the driver of their economic development, job crea;on,
and growth. We are looking forward to working with Greenland to responsibly develop this resource into a
producing mine, of which Neo would be the primary customer.”
Closing of the transacRon is subject to customary regulatory approvals by the TSX-V and the Greenland
government.
QUALIFIED PERSONS
The scienRfic and technical informaRon in this news release has been reviewed and approved for disclosure
by Dr . Michael Druecker, a “Qualified Person” of Hudson within the meaning of NI 43-101.
ON BEHALF OF THE BOARD OF DIRECTORS OF HUDSON RESOURCES
“Jim Cambon”
President and Director
ON BEHALF OF THE BOARD OF DIRECTORS OF NEO PERFORMANCE MATERIALS
“ConstanLne Karayannopoulos”
President and Chief ExecuRve Officer
# # #
For More InformaLon:
HUDSON RESOURCES:
Jim Cambon
President
604-628-5002
Email: [email protected]
NEO PERFORMANCE MATERIALS:
Ali Mahdavi
SVP , Corporate Development & Capital Markets
416-962-3300
Email: [email protected]
Jim Sims
Director, Corporate CommunicaRons
303-503-6203
Email: [email protected]
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:
Neither the TSX Venture Exchange nor its Regula;on Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release contains "forward-looking informa;on" within the meaning of applicable Canadian securi;es legisla;on.
Generally, but not always, forward-looking informa;on and statements can be iden;fied by the use of words such as
"plans", "expects", "is expected", "budget", "scheduled", "es;mates", "forecasts", "intends", "an;cipates", or "believes" or
the nega;ve connota;on thereof or varia;ons of such words and phrases or state that certain ac;ons, events or results
"may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or the nega;ve connota;on thereof. In
par;cular, this news release contains forward-looking informa;on pertaining to the following: the likelihood of comple;on
of the Transac;on, the ability to obtain the necessary regulatory authority and government approvals in connec;on with
the transfer of the License, the an;cipated ;ming of the transfer of the License, Neo’s an;cipated plans to develop the
Project to diversify its global sourcing of rare earth ore and expand its supply chain; Neo’s an;cipated plans to break
ground on a greenfield rare earth permanent magnet manufacturing plant in Estonia; Neo’s ability to transfer the License
to the SPE; and Neo’s ability to enter into an o]ake agreement in connec;on with the SPE.
In making the forward-looking informa;on in this release, each of Hudson and Neo has applied certain factors and
assump;ons that are based on the par;es’ current beliefs as well as assump;ons made by and informa;on currently
available to Hudson and Neo, as applicable. Although each party considers these assump;ons to be reasonable based on
informa;on currently available to it, they may prove to be incorrect, and the forward-looking informa;on in this release
are subject to numerous risks, uncertain;es and other factors that may cause future results to differ materially from those
expressed or implied in such forward-looking informa;on. Such factors include, among others: the inability to obtain the
necessary regulatory and governmental approvals in connec;on with the transfer of the License in accordance with the
terms or ;meline announced or at all; the occurrence of a material adverse change, disaster, change of law or other failure
to sa;sfy the condi;ons to closing of the Transac;on; the inability of the Neo to transfer the License to the SPE or enter
into an o]ake agreement with the SPE; the ability of Neo and Hudson, as applicable, to achieve its corporate objec;ves or
otherwise advance the progress of the Project; the ability of Neo to achieve its an;cipated business plans, including
diversifying its global sourcing of rare earth ore and expanding its supply chain; uncertain;es rela;ng to the availability
and costs of financing needed in the future; delays in the development of projects, capital and opera;ng costs varying
significantly from es;mates and the other risks involved in the mineral explora;on and development industry; risks related
to the interna;onal opera;ons; the ;ming and content of work programs; results of explora;on ac;vi;es of mineral
proper;es; the interpreta;on of drilling results and other geological data; failure to convert es;mated mineral resources
to reserves; the inability to complete a feasibility study which recommends a produc;on decision; the preliminary nature
of metallurgical test results; the par;es’ inability to obtain any necessary permits, consents or authoriza;ons required for
its ac;vi;es; inability to fulfill the duty to accommodate indigenous peoples; an inability to predict and counteract the
effects of COVID-19 on the business of the par;es, including but not limited to the effects of COVID-19 on the price of
commodi;es, capital market condi;ons, restric;on on labour and interna;onal travel and supply chains; general market
and industry condi;ons; and those risks set out in the public documents of Neo and Hudson filed on SEDAR.
Readers are cau;oned not to place undue reliance on forward-looking informa;on. Each of Hudson and Neo does not
intend, and expressly disclaims any inten;on or obliga;on to, update or revise any forward-looking informa;on whether
as a result of new informa;on, future events or otherwise, except as required by law.