Critical Elements Announces Closing of $7 Million Bought Deal Financing of Units
PRESS RELEASE
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES
CRITICAL ELEMENTS ANNOUNCES CLOSING OF $7 MILLION
BOUGHT DEAL FINANCING OF UNITS
MAY 1, 2018 – MONTREAL , Q UEBEC – Critical Elements Corporation (“Critical Elements” or the
“Company”) (TSX-V: CRE) (US OTCQX: CRECF) (FSE: F12) is pleased to announce that it has closed its
private placement of 7,000,000 units (the “Units”) at a price of $1.00 per Unit, which includes 2,000, 000
Units issued pursuant to the exercise in full of th e Underwriters’ option, for gross proceeds totaling
$7,000,000 (the “Offering”). The syndicate of underwriters for the Offering was led by Canaccord Genuity
Corp., together with BMO Capital Markets and GMP Securities L.P. (the “Underwriters”).
Each Unit consists of one common share (a “Common S hare”) of Critical Elements and one-half of one
common share purchase warrant (each whole warrant b eing a “Warrant”). Each Warrant will entitle the
holder thereof to purchase one Common Share at a pr ice of $1.25 per share for a period of 24 months
ending May 1, 2020, provided that if the closing pr ice of the Common Shares on the TSX Venture
Exchange, or on any other stock exchange on which t he Common Shares may be listed at the time, is
equal to or greater than $2.00 per Common Share for a period of 20 consecutive trading days any time
after four months and one day following the date he reof, the Company may accelerate the expiry date of
the Warrants by giving notice to the holders thereof and in such case the Warrants will expire on the 30 th
day after the date on which such notice is given by the Company.
The Underwriters will receive a cash commission of $420,000, and 420,000 non-transferable common
share purchase warrants entitling to purchase 420,000 Common Shares at the price of $1.00 until May 1,
2020.
The Company intends to use the net proceeds for exp loration and development of the Company’s
projects and for general working capital purposes. Securities issued under the Offering and through th e
Underwriters’ option are subject to a four-month hold period, which will expire on September 2, 2018.
This news release does not constitute an offer to s ell or a solicitation of an offer to buy any of the
securities in the United States. The securities hav e not been and will not be registered under the Uni ted
States Securities Act of 1933, as amended (the "U.S . Securities Act") or any state securities laws and
may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S .
Securities Act and applicable state securities laws or an exemption from such registration is available.
ABOUT CRITICAL ELEMENTS CORPORATION
The Company recently released a financial analysis for Critical Elements’ wholly-owned Rose Lithium
Tantalum project (Rose Lithium-Tantalum project fea sibility study, WSP, October 20, 2017), which is
based on price forecasts of US $750/tonne for chemi cal-grade lithium concentrate (5% Li2O), US
$1,500/tonne for technical-grade lithium concentrat e (6% Li2O) and US $130/kg for Ta2O5 in tantalite
concentrate, and an exchange rate of US $0.75/CA $. The internal rate of return (“IRR”) for the Rose
Lithium-Tantalum project is estimated at 34.9% afte r tax, and net present value (“NPV”) is estimated a t
CA $726 million at an 8% discount rate. The estimat ed payback period is 2.8 years. The pre-tax IRR for
the Rose Lithium-Tantalum Project is estimated at 48.2% and the pre-tax NPV at CA $1,257 million at an
8% discount rate (see press release dated September 6, 2017). The financial analysis is based on the
Indicated mineral resource. An Indicated mineral re source is that part of a mineral resource for which
quantity, grade or quality, densities, shape and ph ysical characteristics can be estimated with a leve l of
confidence sufficient to allow the appropriate appl ication of technical and economic parameters, to
support mine planning and evaluation of the economic viability of the deposit. The life-of-mine (LOM) plan
provides for the extraction of 26.8 million tonnes of ore, 182.4 million tonnes of waste, and 11.0 mil lion
tonnes of overburden for a total of 220.2 million t onnes of material. The average stripping ratio is 7 .2
tonnes per tonne of ore. The nominal production rat e is estimated at 4,600 tonnes per day, with 350
operating days per year. The open pit mining schedu le allows for a 17-year mine life. The mine will
produce a total of 26.8 million tonnes of ore gradi ng an average of 0.85% Li2O and 133 ppm Ta2O5,
including dilution. The mill will process 1.61 mill ion tonnes of ore per year to produce an annual ave rage
of 236,532 tonnes of technical- and chemical-grade spodumene concentrate and 429 tonnes of tantalite
concentrate.
FOR MORE INFORMATION:
Jean-Sébastien Lavallée, P.Geo.
Chief Executive Officer
819-354-5146
www.cecorp.ca
Investor Relations:
Paradox Public Relations
514-341-0408
Neither the TSX Venture Exchange nor its Regulation 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.