Tactical Resources, a Growing North American Rare Earth Elements Company, to List on NASDAQ
Tactical Resources, a North American rare earth elements (REEs) company, is set to list on NASDAQ through a business combination with Plum Acquisition Corp. III. The deal implies a pro forma enterprise value of $589 million. Tactical Resources aims to become a significant U.S. REEs producer, addressing the critical need for these materials in modern technologies and national defense.
The company's Peak Project in Texas has exclusive rights to REE-enriched tailings from the Sierra Blanca Quarry, offering a rare direct-leach-extractable project with existing permits. This strategic move aims to reduce U.S. dependence on Chinese REE supply, which currently accounts for nearly 70% of global production.
The transaction is expected to close in Q4 2024, subject to approvals. Existing Tactical Resources shareholders will own approximately 82% of the new entity upon completion.
Tactical Resources, un'azienda nordamericana che si occupa di elementi delle terre rare (REEs), si prepara a quotarsi sul NASDAQ attraverso una combinazione aziendale con Plum Acquisition Corp. III. L'accordo implica un valore aziendale pro forma di 589 milioni di dollari. Tactical Resources mira a diventare un importante produttore di REEs negli Stati Uniti, rispondendo alla critica esigenza di questi materiali nelle tecnologie moderne e nella difesa nazionale.
Il Peak Project della compagnia in Texas ha diritti esclusivi su scarti arricchiti di REE provenienti dalla cava di Sierra Blanca, offrendo un progetto raro con permessi esistenti per l'estrazione diretta. Questa mossa strategica mira a ridurre la dipendenza degli Stati Uniti dall'offerta cinese di REE, che attualmente rappresenta quasi il 70% della produzione globale.
Si prevede che la transazione si concluda nel Q4 2024, soggetta ad approvazioni. Gli attuali azionisti di Tactical Resources possederanno circa l'82% della nuova entità al termine della fusione.
Tactical Resources, una empresa norteamericana de elementos de tierras raras (REEs), se prepara para cotizar en NASDAQ a través de una combinación comercial con Plum Acquisition Corp. III. El acuerdo implica un valor empresarial pro forma de 589 millones de dólares. Tactical Resources busca convertirse en un importante productor de REEs en EE. UU., abordando la crítica necesidad de estos materiales en las tecnologías modernas y la defensa nacional.
El Peak Project de la empresa en Texas tiene derechos exclusivos sobre relaves enriquecidos con REE de la cantera de Sierra Blanca, ofreciendo un proyecto raro con permisos existentes para la extracción directa. Este movimiento estratégico busca reducir la dependencia de EE. UU. del suministro de REE de China, que actualmente representa casi el 70% de la producción mundial.
Se espera que la transacción se cierre en el Q4 2024, sujeta a aprobaciones. Los accionistas actuales de Tactical Resources poseerán aproximadamente el 82% de la nueva entidad al finalizar la fusión.
전략 자원(Tactical Resources), 북미 희토류(REEs) 회사가 Plum Acquisition Corp. III와의 사업 결합을 통해 NASDAQ에 상장할 예정입니다. 이 거래는 589백만 달러의 pro forma 기업 가치를 의미합니다. 전략 자원은 현대 기술과 국가 방어에 필수적인 이러한 물질의 중요성을 해소하기 위해 미국의 주요 REEs 생산자가 되는 것을 목표로 하고 있습니다.
텍사스에 있는 회사의 Peak Project는 시에라 블랑카 채석장에서 REE가 함유된 폐기물에 대한 독점 권리를 보유하고 있으며, 기존 허가를 가진 희귀한 직접 용해 추출 가능한 프로젝트를 제공합니다. 이 전략적 움직임은 현재 세계 생산의 거의 70%를 차지하는 중국 REE 공급에 대한 미국의 의존도를 줄이는 것을 목표로 합니다.
이 거래는 2024년 4분기에 종료될 것으로 예상되며, 승인 사항이 필요합니다. 기존 전략 자원 주주들은 거래 완료 후 새로운 법인의 약 82%를 소유하게 됩니다.
Tactical Resources, une entreprise nord-américaine spécialisée dans les éléments des terres rares (REEs), s'apprête à être cotée sur le NASDAQ par le biais d'une combinaison d'affaires avec Plum Acquisition Corp. III. L'accord implique une valeur d'entreprise pro forma de 589 millions de dollars. Tactical Resources vise à devenir un producteur important de REEs aux États-Unis, répondant au besoin critique de ces matériaux dans les technologies modernes et la défense nationale.
Le Peak Project de l'entreprise au Texas détient des droits exclusifs sur des résidus enrichis en REE provenant de la carrière de Sierra Blanca, offrant un projet rare avec des permis existants pour l'extraction directe. Ce mouvement stratégique vise à réduire la dépendance des États-Unis à l'égard de l'offre de REE en provenance de Chine, qui représente actuellement près de 70 % de la production mondiale.
La transaction devrait être finalisée au Q4 2024, sous réserve d'approbations. Les actionnaires actuels de Tactical Resources posséderont environ 82 % de la nouvelle entité une fois la fusion terminée.
Tactical Resources, ein nordamerikanisches Unternehmen für seltene Erden (REEs), plant, über eine Unternehmenszusammenführung mit Plum Acquisition Corp. III an der NASDAQ notiert zu werden. Der Deal impliziert einen pro forma Unternehmenswert von 589 Millionen Dollar. Tactical Resources strebt an, ein bedeutender US-Produzent von REEs zu werden, um die kritische Nachfrage nach diesen Materialien in modernen Technologien und der nationalen Verteidigung zu decken.
Das Peak Project des Unternehmens in Texas hat exklusive Rechte an REE-angereicherten Rückständen aus dem Sierra Blanca Steinbruch, was ein seltenes Projekt mit bestehenden Genehmigungen für eine direkte Extraktion bietet. Dieser strategische Schritt zielt darauf ab, die Abhängigkeit der USA von chinesischen REE-Lieferungen zu verringern, die derzeit fast 70 % der weltweiten Produktion ausmachen.
Der Abschluss der Transaktion wird im Q4 2024 erwartet, vorbehaltlich der Genehmigungen. Die bestehenden Aktionäre von Tactical Resources werden nach Abschluss etwa 82 % der neuen Einheit besitzen.
- Pro forma enterprise value of $589 million
- Exclusive rights to REE-enriched tailings from Sierra Blanca Quarry
- One of few rare earth hard rock Direct-Leach-Extractable projects globally
- Existing advanced permitted and operational mine in Texas
- Strategic location with extensive infrastructure
- Potential to become a significant U.S. REEs producer
- Addressing critical need for REEs in modern technologies and national defense
- Transaction completion subject to regulatory, court, and stockholder approvals
- Closing not expected until Q4 2024
- Delisting from TSX Venture Exchange upon closing
Insights
The proposed business combination between Tactical Resources and Plum Acquisition Corp. III marks a significant step towards establishing a domestic rare earth elements (REEs) supply in the United States. With a pro forma enterprise value of
The Peak Project's access to an operational mine with existing REE-enriched tailings could significantly reduce time-to-market and initial capital expenditures. This advantage, coupled with the strategic location in Texas, may translate to faster revenue generation and potentially higher returns for investors.
However, investors should note that the REE market is highly competitive and dominated by China. The success of Tactical Resources will depend on its ability to scale production efficiently and compete on both quality and cost. The
The rare earth elements market is poised for significant growth, driven by increasing demand in tech and defense sectors. Tactical Resources' entry into this market through a NASDAQ listing could attract substantial investor attention, potentially leading to increased liquidity and valuation.
The company's focus on domestic REE production aligns with the U.S. government's strategic initiatives to reduce dependence on foreign sources, particularly China. This positioning could lead to favorable policies and potential government contracts, enhancing the company's market position.
However, the success of Tactical Resources hinges on its ability to execute its production plans effectively. The REE market is known for its price volatility and technical challenges in extraction and processing. Investors should closely monitor the company's progress in achieving production milestones and securing off-take agreements to gauge its long-term viability and market impact.
Tactical Resources' entry into the REE market could have significant implications for the tech industry. REEs are important components in various high-tech applications, including semiconductors, electric vehicles and advanced robotics. A reliable domestic source could help stabilize supply chains and potentially reduce costs for tech manufacturers.
The company's focus on direct-leach-extractable projects is noteworthy. This method, if successfully implemented at scale, could offer a more environmentally friendly and cost-effective extraction process compared to traditional methods. This could give Tactical Resources a competitive edge in an industry increasingly focused on sustainability.
However, the tech industry should remain cautious. The transition from exploration to full-scale production is often challenging in the mining sector. The ability of Tactical Resources to consistently produce high-quality REEs at competitive prices will be important for its adoption by tech manufacturers. The industry will likely watch closely for proof of concept and consistent output before fully embracing this new potential supplier.
- Tactical Resources’ mission is to become America’s next producer of Rare Earth Elements (REEs), the critical materials needed in the development of modern technologies with uses in semiconductors, electric vehicles, advanced robotics, and most importantly, national defense.
-
The proposed business combination with Plum Acquisition Corp. III implies a pro forma enterprise value of
$589 million -
With
China currently producing nearly70% of the world’s REEs, Tactical Resources’ role as one of only a few near-termU.S. -focused REEs developers creates an opportunity to deliver value in strengthening both domestic supply chains and national security. -
Tactical Resources’ Peak Project has the exclusive rights to acquire REEs enriched tailings and stockpiled materials from the Sierra Blanca Quarry (SBQ). The Peak Project has access to an existing advanced permitted and operational mine in
Texas with proven REEs enriched tailings already extracted, and one of only a few rare earth hard rock Direct-Leach-Extractable projects in the world. - Transaction proceeds will support Tactical Resources’ strategic growth plan, which includes helping finance Tactical Resources’ operations plan at the Peak Project and the progression of Tactical Resources’ future production activities.
The Company’s flagship asset, the Peak Project (“Peak Project”) contains the rights to acquire REEs enriched tailings and stockpiled materials extracted from the Sierra Blanca Quarry (“SBQ”). The Peak Project is a rare earth focused project strategically located southeast of
The Peak Project is one of only a few rare earth hard rock Direct-Leach-Extractable projects in the world, with initial quarry operating permits already in place. The Company also has an exclusive option to purchase SBQ’s mining lease and associated infrastructure for the Peak Project.
With
Key Investment Highlights
-
Growing Rare Earth Elements (REEs) Mining Asset and Company – strong position with geographic focus in the
U.S. -
Significant Geo-Political and Supply Implications – enabling reduced dependence on
China for REEs critically needed for semiconductors, electric vehicles, advanced robotics, and most importantly, national defense. -
Existing Operational Mine in
Texas with Proven REEs Enriched Tailings Already Extracted -- demonstrated testing results showcases potential future success. - Strong and Compelling Financial Upside – based on established precedents and low initial capital expenditures to get to initial production.
- Dedicated Management Team with Proven Track Record – deep industry experience and substantial sector expertise.
Management Commentary
Ranjeet Sundher, CEO of Tactical Resources, commented: “Today represents a significant day and an exciting milestone for Tactical Resources. We believe that this business combination with Plum will enable us to advance our growth strategy and form strategic alliances that enhance shareholder value. Tactical Resources intends to use the capital raised to transform both domestic and international rare earth element supply chains and lessen America’s reliance on overseas critical mineral resources. While others may be focusing on the manufacturing of singular end-products such as magnets, our focus is on the more critical raw ingredients needed to fuel the overarching rare earth elements ecosystem. Given the advanced infrastructure nearby our project, what sets us apart is that we believe we won’t need the billions of dollars and decades of time typically needed in the mining industry to put our project into production. We believe that this business combination will help position Tactical Resources to become a significant rare earth elements producer in the United States.”
Kanishka Roy, CEO of Plum, added: “We are thrilled to announce our business combination with Tactical Resources. At Plum, we are committed to partnering with companies with strong business profiles and experienced management teams, and Tactical Resources stood out to us due to a compelling history of successes achieved by members of its management team and a very important mission to enhance national security. With the U.S.’s reliance on Chinese rare earth element sources, we believe that Tactical Resources is poised to play a critical role in supply chains essential to semiconductors, a clean energy future, and the national defense industry. We look forward to collaborating with Tactical Resources, Ranjeet and his team, as Tactical Resources grows and works to create shareholder value.”
Proposed Business Combination Overview
The Proposed Business Combination implies a pro forma enterprise value of
Pursuant to the Business Combination Agreement, Plum, a
The Proposed Business Combination has been unanimously approved by the board of directors of Plum and by the disinterested directors of the board of directors of the Company. The Proposed Business Combination is expected to be completed in the fourth quarter of 2024, subject to customary closing conditions, including all requisite approvals by shareholders of Plum and Tactical Resources, the listing approval of Nasdaq Stock Market, the effectiveness of the registration statement on Form F-4 to be filed by New Pubco with the
Under the terms of the Business Combination Agreement, Tactical Resources’ existing shareholders will convert
An investor presentation discussing the Proposed Business Combination has been posted to Plum’s investor website, which is available at https://plumpartners.com/.
Additional information about the Proposed Business Combination, including a copy of the Business Combination Agreement, will be provided in a Current Report on Form 8-K to be filed by Plum with the
The Company will be filing a copy of the Business Combination Agreement and related transaction documents under its profile on SEDAR+ at www.sedarplus.ca. Additional details relating to the Proposed Business Combination will be included in a management information circular of the Company to be filed with applicable regulatory authorities and mailed to shareholders of the Company to seek approval of the Proposed Business Combination. Shareholders of the Company and other interested parties are advised to read the materials relating to the Proposed Business Combination, including the Business Combination Agreement that will be filed by the Company with securities regulatory authorities in
Advisors
Cohen & Company Capital Markets is serving as the exclusive financial advisor, lead capital markets advisor and placement agent to Plum Acquisition Corp. III. Jett Capital Advisors, LLC is serving as exclusive financial advisor, lead capital markets advisor and co-placement agent to Tactical Resources. Hogan Lovells US LLP and Aird & Berlis LLP are serving as legal counsel to Plum, and Allen Overy Shearman Sterling US LLP and McMillan LLP are serving as legal counsel to Tactical Resources. Manning Elliott LLP is serving as auditor to Tactical Resources.
About Tactical Resources
Tactical Resources is a mineral exploration and development company focused on
Ranjeet Sundher, Chief Executive Officer
Tel: +1-778-588-5483
For additional information, please visit www.tacticalresources.com.
About Plum Acquisition Corp. III
Plum Acquisition Corp. III is a special purpose acquisition company, which engages in effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. Plum seeks to establish itself as the first-stop SPAC platform for high-quality companies, and the management team’s decades of operational experience leading technology companies, and the proprietary Accelerating Through the Bell operational playbook that helps companies list and grow in the public markets.
For additional information, please visit https://plumpartners.com/.
Forward-Looking Statements
Certain statements included in this press release are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this press release are forward-looking statements. Any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are also forward-looking statements. In some cases, you can identify forward-looking statements by words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “strategy,” “future,” “opportunity,” “may,” “target,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” “preliminary,” or similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements include, without limitation, Plum’s, Tactical Resources’, or their respective management teams’ expectations concerning the outlook for their or Tactical Resources’ business, productivity, plans, and goals for future operational improvements and capital investments, operational performance, future market conditions, or economic performance and developments in the capital and credit markets and expected future financial performance, including expected net proceeds, expected additional funding, the percentage of redemptions of Plum’s public stockholders, growth prospects and outlook of Tactical Resources’ operations, individually or in the aggregate, including the achievement of project milestones, commencement and completion of commercial operations of certain of Tactical Resources’ projects, as well as any information concerning possible or assumed future results of operations of Tactical Resources. Forward-looking statements also include statements regarding the expected benefits of the Proposed Business Combination. The forward-looking statements are based on the current expectations of the respective management teams of Tactical Resources and Plum, as applicable, and are inherently subject to uncertainties and changes in circumstance and their potential effects. There can be no assurance that future developments will be those that have been anticipated. These forward-looking statements involve a number of risks, uncertainties or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, (i) the risk that the Proposed Business Combination may not be completed in a timely manner or at all, which may adversely affect the price of Plum’s securities; (ii) the risk that the Proposed Business Combination may not be completed by Plum’s business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by Plum; (iii) the failure to satisfy the conditions to the consummation of the Proposed Business Combination, including the adoption of the Business Combination Agreement by the shareholders of Plum and Tactical Resources and the receipt of certain regulatory and court approvals; (iv) market risks; (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the Business Combination Agreement; (vi) the effect of the announcement or pendency of the Proposed Business Combination on Tactical Resources’ business relationships, performance, and business generally; (vii) risks that the Proposed Business Combination disrupts current plans of Tactical Resources and potential difficulties in its employee retention as a result of the Proposed Business Combination; (viii) the outcome of any legal proceedings that may be instituted against Tactical Resources or Plum related to the Business Combination Agreement or the Proposed Business Combination; (ix) failure to realize the anticipated benefits of the Proposed Business Combination; (x) the inability to maintain the listing of Plum’s securities or to meet listing requirements and maintain the listing of New Pubco’s securities on Nasdaq; (xi) the risk that the price of New Pubco’s securities may be volatile due to a variety of factors, including changes in the highly competitive industries in which Tactical Resources plans to operate, variations in performance across competitors, changes in laws, regulations, technologies, natural disasters or health epidemics/pandemics, national security tensions, and macro-economic and social environments affecting its business, and changes in the combined capital structure; (xii) the inability to implement business plans, forecasts, and other expectations after the completion of the Proposed Business Combination, identify and realize additional opportunities, and manage its growth and expanding operations; (xiii) the risk that Tactical Resources may not be able to successfully develop its mining projects, and/or its expansion plan (xiv) the risk that Tactical Resources will be unable to raise additional capital to execute its business plan, which many not be available on acceptable terms or at all; (xv) political and social risks of operating in the
Important Information for Investors and Shareholders
In connection with the Proposed Business Combination, Pubco intends to file with the SEC the Registration Statement, which will include a prospectus with respect to Pubco’s securities to be issued in connection with the Proposed Business Combination and a proxy statement to be distributed to holders of Plum’s common shares in connection with Plum’s solicitation of proxies for the vote by Plum’s shareholders with respect to the Proposed Business Combination and other matters to be described in the Registration Statement (the “Proxy Statement”). After the SEC declares the Registration Statement effective, Plum plans to file a definitive Proxy Statement and prospectus with the SEC and to mail copies to stockholders of Plum as of a record date to be established for voting on the Proposed Business Combination. In addition, the Company will prepare and mail an information circular relating to the Business Combination to its shareholders. This press release does not contain all the information that should be considered concerning the Proposed Business Combination and is not a substitute for the Registration Statement, Proxy Statement or for any other document that Pubco or Plum may file with the SEC or that Tactical Resources may file with the CSA. Before making any investment or voting decision, investors and security holders of Plum and Tactical Resources are urged to read the Registration Statement and the Proxy Statement, and any amendments or supplements thereto, as well as all other relevant materials filed or that will be filed with the SEC or CSA in connection with the Proposed Business Combination as they become available because they will contain important information about Tactical Resources, Plum, Pubco and the Proposed Business Combination.
Investors and security holders will be able to obtain free copies of the Registration Statement, the Proxy Statement and all other relevant documents filed or that will be filed with the SEC by Pubco and Plum through the website maintained by the SEC at www.sec.gov and with the CSA through SEDAR+ at www.sedarplus.ca. In addition, the documents filed by Pubco and Plum may be obtained free of charge from Plum’s website at https://plumpartners.com/ or by directing a request to Kanishka Roy, Chief Executive Officer, 2021 Fillmore St. #2089,
Participants in the Solicitation
Tactical Resources, Plum, Pubco and their respective directors, executive officers and other members of management and employees may, under the rules of the SEC or CSA, be deemed to be participants in the solicitations of proxies in connection with the Proposed Business Combination. For more information about the names, affiliations and interests of Plum’s directors and executive officers, please refer to Plum’s annual report on Form 10-K filed with the SEC on July 1, 2024, and Registration Statement, Proxy Statement and other relevant materials filed with the SEC in connection with the Proposed Business Combination when they become available. Information about the directors and executive officers of Tactical Resources can be found in its Management Information Circular dated October 26, 2023, which was filed with the CSA on November 11, 2023. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, which may, in some cases, be different than those of Plum’s or Tactical Resource’s shareholders generally, will be included in the Registration Statement and the Proxy Statement and other relevant materials when they are filed with the SEC or the CSA when they become available. Shareholders, potential investors and other interested persons should read the Registration Statement and the Proxy Statement and other such documents carefully, when they become available, before making any voting or investment decisions. You may obtain free copies of these documents from the sources indicated above.
No Offer or Solicitation
This document shall not constitute a “solicitation” as defined in Section 14 of the Securities Exchange Act of 1934, as amended. This document shall not constitute an offer to sell or exchange, the solicitation of an offer to buy or a recommendation to purchase, any securities, or a solicitation of any vote, consent or approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale may be unlawful under the laws of such jurisdiction. No offering of securities in the Proposed Business Combination shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, or an exemption therefrom.
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Investor and Media Relations Contact
Media
media@tacticalresources.com
Investors
investors@tacticalresources.com
Source: Plum Acquisition Corp. III
FAQ
What is the pro forma enterprise value of Tactical Resources' business combination with Plum Acquisition Corp. III (PLMJ)?
When is the Tactical Resources and Plum Acquisition Corp. III (PLMJ) business combination expected to close?
What percentage of the new company will Tactical Resources' existing shareholders own after the merger with Plum Acquisition Corp. III (PLMJ)?
What is the main asset of Tactical Resources in its merger with Plum Acquisition Corp. III (PLMJ)?
