Aclara Receives Second Tranche Payment of US$ 12.5 Million from Cap’S Strategic Investment IN Chile
ACLARA RECEIVES SECOND TRANCHE PAYMENT OF US$ 12.5 MILLION
FROM CAP’S STRATEGIC INVESTMENT IN CHILE
TORONTO, ON, January 16, 202 5 – Aclara Resources Inc. (“Aclara” or the “Company”) (TSX: ARA) is
pleased to announce that it has received a payment of US$12.5 million from CAP S.A. (“CAP”)
corresponding to the second tranche of CAP’s $29.1 million strategic investment in Aclara’s Chilean
subsidiary, REE Uno SPA (“REE Uno”) , announced on March 13, 2024, in exchange for a 20% equity
participation. REE Uno owns the Penco Module and all of Aclara’s mining concessions in Chile. To date, the
Company has received two tranches totaling US$22.2 million, with the remaining tranche of $6.9 million
scheduled to be paid in January 2026.
Transaction Summary: CAP’s Strategic Investment in REE Uno
• A US$29.1 million capital contribution by CAP into REE Uno, Aclara’s Chilean subsidiary which owns
the Penco Module and all of Aclara ’s mining concessions in Chile, in exchange for a 20% equity
participation in REE Uno. Payments will be made in three tranches with the initial tranche of US$9.7
million to be made upon closing of the Transaction, the second payment of US$ 12.5 million in
January 2025 and the remaining balance of US$6.9 million to be made in January 2026.
• An option to invest an additional US$50 million in REE Uno for an additional 20% equity interest in
REE Uno once the requisite environmental permit is secured for the Penco Module. Upon
completion, this additional investment would allow CAP to attain a 40% equity interest in REE Uno.
• A three-year option to invest up to 19.9% in Aclara by participating in any private placement or
public offering of shares that Aclara may make during the next 36 months, including a residual top-
up right to maintain pro rata voting rights . Any subscription to such private placement or public
offering will be made on the same terms offered by Aclara to other investors . CAP will have the
right to nominate one board member upon attaining and for so long as its equity interest in Aclara
amount to at least 15% of the issued and outstanding common shares of Aclara. In addition, CAP
holds a one -time demand subscription right to invest up to an aggregate of 19.9% in Aclara,
exercisable upon the satisfaction of certain conditions and continuing for a maximum period of 18
months counted from the end of the initial 3-year option.
• The formation of a 50/50 joint venture to develop metals and alloys for the rare earths permanent
magnet industry. CAP will invest US$3.0 million in exchange for its 50% of the shares of the newly
established joint venture company. Aclara will own the other 50% of the shares.
Valuation
The CAP´s strategic investment of US$29.1 million represents a pre -money valuation of REE Uno of
US$116.5 million. In addition, Aclara will own 50% of the newly established joint venture company, which
has a valuation of US$3.0 million. In total, the Transaction represents a value for Aclara of US$119.5 million,
which reflects Aclara’s pre-money valuation at the IPO. It's noteworthy that Aclara's Brazilian subsidiary,
Aclara Mineracao, which oversees the Carina Module and all mining concessions in Brazil, and Aclara
Technologies, which oversees Aclara´s separation project in the United States, are not part of this
transaction nor included in the valuation mentioned above.
About CAP
CAPS.A., a company with more than 77 years of history and listed in the Chilean Stock Exchange since
1987, is the parent company of the CAP Group, a Chilean conglomerate operating in various industries
including iron ore mining (CMP), with mines and industrial operations in the north of the country, as well as
in Concepcion, very close to the Penco Module. CAP is one of the leading high-grade iron ore producers in
the world with four operating mines in Chile. In addition, CAP has several steel product manufacturing
plants in Chile, Peru and Argentina. It operates five ports, a seawater desalination plant and has vast
industrial infrastructure in the Biobio region. CAP has a strong connection with the people of the Biobí o
region, where it has been a major employer for several decades, contributing directly to the development of
the south of Chile.
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 minera l 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 ene rgy-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 fabricati ng 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: the Company’s strategic investments and partnerships and the current and future valuation of
the Company and its subsidiary. 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 for eign jurisdiction, including
political and econom ic 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 star t-
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 exhaus tive. 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.
For further information, please contact:
Ramon Barua
Chief Executive Officer