C Ritic Al E Lements ( TSXV : CRE ) Receives $3 Million from Strategic Partn Er Helm AG
PRESS RELEASE
C RITIC AL E LEMENTS ( TSXV : CRE ) RECEIVES $3 MILLION
FROM STRATEGIC PARTN ER HELM AG
J UNE 1 4 , 2017 – M ONTREAL , Q UEBEC – Critical Elements Corporation (the “Corporation” or “Critical
Elements”) (TSX - V: CR E) (US OTC QX: CRECF) (FSE: F12 ) is pleased to announce that it has closed $3
million, representing the second and third drawdowns on the credit facility entered into with HELM AG on
June 28, 2016 .
“We are proud and very pleased to be partnered with HELM AG. Their technical and financial participation
is proving to be a decisive factor in the success of the Rose lithium - tantalum project. We will soon publish
the final feasibility study for the Rose lithium - tantalum project , which is an important milestone in the
project’s development,” said Steffen Haber, President of the Corporation.
The material terms of the c ollaboration a greement with HELM AG, announced on September 9, 2015 , are
as follows:
Take or pay off - take a greement
Subject to the take or pay off - take agreement to be executed by the parties, HELM AG has the sole and
exclusive right to purchase all of the produced products including spodumene concentrate (technical and
chemical grade), all lithium chemicals ( carbonate, hydroxide, chloride), mica and tantalum concentrate
(collectively, the “Products”).
The parties will use their commercially reasonable efforts to finalize and execute the t ake or pay off - take
a greement by no later than 60 days following the com pletion of the feasibility study. Under the collaboration
a greement , and subject to certain conditions, notably the exercise of the Financing Option (as defined
below), HELM AG w as also granted a right of first refusal to become the exclusive off - taker for all Products
on any of the future projects of Critical Elements (or its affiliates).
Feasibility s tudy
HELM AG agreed to collaborate with, assist and provide technical support to Critical Elements for the
preparation and completion of the feasibility st udy. HELM AG also agreed to provide logistical and sales
support to Critical Elements in relation to the distribution and sale of all future mineral products to be
produced from the Rose p roject.
Project f inancing
As consideration for HELM AG ’s covenants and undertakings under the collaboration a greement, Critical
Elements agreed to grant HELM AG an option to acquire an ownership interest of up to 25% in the Rose
project by committing to pay for a portion of the mine construction costs (the “F inancing Option”). HELM
AG may exercise the Financing Option within a period of 60 days after receiv ing written notice from Critical
Elements to the effect that it has arranged financing for mine construction. The Financing Option is subject
to certain c onditions, including the execution of the t ake or pay off - take a greement.
The credit facility provided by HELM AG has enable d the Corporation to finance the Rose project feasibility
study. The latest two drawdowns, of $1,500,000 each for a total of $3,000,000 , have a five - year term and
bear interest at an annual rate of 12%. HELM AG will receive 3,296,703 non - transferable warrants in
connection with the drawdowns, entitling it to acquire the same number of common share s of the
Corporation at a price of $1.07 per share.
All the securities issued under the transaction are subject to a mandatory hold period of four months plus
one day following the closing of the private placement.
Th e transaction is subject to regulatory approval.
A BOUT C RITICAL E LEMENTS C ORPORATION
A recent financial analysis (Technical Report and Preliminary Economic Assessment (PEA) on the Rose
lithium - tantalum Project, Genivar, December 2011) of the Rose project, 100% owned by Critical Elements,
based on price forecasts of US $260/kg ($118/lb) for Ta 2 O 5 contained in a tantalite concentrate and US
$6,000/t for lithium carbonate (Li 2 CO 3 ) showed an estimated after - tax Internal Rate of Return (IRR) of 25%
for the Rose project, w ith an estimated Net Present Value (NPV) of CA $279 million at an 8% discount rate.
The payback period is estimated at 4.1 years. The pre - tax IRR is estimated at 33% and the NPV at CA
$488 million at a discount rate of 8%. (Mineral resources are not minera l reserves and do not have
demonstrated economic viability). (The preliminary economic assessment is preliminary in nature). (See
press release dated November 21, 2011.) The PEA includes inferred mineral resources that are considered
too speculative geolo gically to have economic considerations applied to them that would enable them to be
categorized as mineral reserves and there is no certainty that the preliminary economic assessment will be
realized.
The conclusions of the PEA indicate that the operatio n would support a production rate of 26,606 tons of
high purity (99.9% battery grade) Li 2 CO 3 and 206,670 pounds of Ta 2 O 5 per year over a 17 - year mine life.
The project hosts a current Indicated resource of 26.5 million tonnes of 1.30% Li 2 O Eq. or 0.98% Li 2 O and
163 ppm Ta 2 O 5 and an Inferred resource of 10.7 million tonnes of 1.14% Li 2 O Eq. or 0.86% Li 2 O and 145
ppm Ta 2 O 5 .
FOR MORE INFORMATION:
Jean - Sébastien Lavallée, P.Geo.
Chairman and Chief Executive Officer
819 - 354 - 5146
jslavalle@ cecorp.ca
www.cecorp.ca
Investor Relations:
Paradox Public Relations
514 - 341 - 0408
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(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.