Texas Rare Earth Resources Announces Extension of Rights Offering to January 21st
January 13, 2015 (Source: Marketwired) — Texas Rare Earth Resources Corp. (OTCQX: TRER), an exploration company specializing in the heavy rare earths, announces an extension of the deadline to subscribe to its previously announced rights offering to 5 PM EST, January 21, 2015. TRER is extending its rights offering subscription period because the holiday season created delays in the distribution of the rights to certain holders of the company holding their shares of common stock through broker-dealers and other nominees. Many shareholders have just recently received their rights certificates or instructions from their brokers on how to exercise their rights. To ensure that these holders have adequate time to consider the rights and complete their subscriptions, TRER has determined to extend the exercise period for one week. The majority of management and the board of directors plan to participate in the rights offering.
The rights offering is for units of TRER (“Units”) for gross aggregate proceeds of up to $1.63 million. TRER has set a subscription price for the rights of $0.22 per Unit (the “Subscription Price”), with each Unit consisting of one share of the Company’s common stock, one five year non-transferable Class A warrant exercisable for one share of the Company’s common stock at $0.35 per share and one five year non-transferable Class B warrant exercisable for one share of the Company’s common stock at $0.45 per share.
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A record date of December 15, 2014 had been set for the planned rights offering. Each holder of record on the close of business on the record date received one right for each share of common stock of TRER held on that date. Each five (5) rights are exercisable to acquire one Unit at the Subscription Price. In addition to being able to purchase their pro rata portion of the Units offered based on their ownership as of the record date for the rights offering, stockholders may oversubscribe for additional Units on an unlimited basis, subject to availability and proportional allocation of Units among holders exercising this over-subscription right.
TRER is conducting the rights offering to raise capital that will be used for the Round Top Project hydrometallurgy plan and to address its general corporate and administrative expenses.
Rights offering materials, including a prospectus and other items necessary to exercise the rights, have been mailed to stockholders of record on December 15, 2014. The prospectus contains important information about the rights offering and the terms of the Units, and stockholders are urged to read the prospectus carefully. A registration statement relating to these securities has been filed with the SEC and became effective on December 12, 2014. The offering will be made only by means of the prospectus which is a part of the effective registration statement. A copy of the final prospectus contained in the registration statement may be obtained at https://www.sec.gov/Archives/edgar/data/1445942/000091228214000659/trer_424b3.htm or from the Company by contacting the Subscription and Information Agent for the offering, Securities Transfer Corporation, at (469) 633-0101, Ext. 106, or writing at 2591 Dallas Parkway Suite 102, Frisco, Texas 75034, Attention: George Johnson.
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any offer or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This rights offering, the rights and the units underlying the rights have not been qualified under the securities laws of the State of California and may not be offered or sold into the State of California absent such qualification or an available exemption from such qualification requirements. This prospectus and the rights certificates will not be mailed to any shareholders resident in the State of California and no offer of the rights is being made to any shareholder (whether of record or beneficial) on the record date that is resident in the State of California.
About Texas Rare Earth Resources Corp.
Texas Rare Earth Resources Corp.’s primary focus is exploring and, if warranted, developing its Round Top rare earth minerals project located in Hudspeth County, Texas, 85 miles east of El Paso. The Company’s common stock trades on the OTCQX U.S. tier under the symbol “TRER.” For more information on Texas Rare Earth Resources Corp., visit its website at www.trer.com.
This press release contains forward-looking statements within the meaning of the U.S. Securities Act of 1933, as amended, and U.S. Securities Exchange Act of 1934, as amended, including, but not limited to, statements regarding amount of aggregate gross proceeds to be received pursuant to the rights offering, the anticipated use of proceeds, mineralization and resources at the Round Top project and potential development of the Round Top project and such similar statements. When used in this press release, the words “potential,” “indicate,” “expect,” “intend,” “hopes,” “believe,” “may,” “will,” “if, “anticipate,” and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such statements. Such factors include, among others, risks related to changes in future operating costs and working capital balance, risks related to mineral estimates, risks related to mining results not matching preliminary tests and risks related to the ability of the company to successfully monetize its non-rare earth resources, as well as those factors discussed under the heading “Risk Factors” in the Company’s latest annual report on Form 10-K, as filed on November 12, 2014, and other documents filed with the U.S. Securities and Exchange Commission. Except as required by law, the Company assumes no obligation to publicly update any forward-looking statements.