Molycorp Acquires Neo Materials

Molycorp, Inc. (“Molycorp”) announced the completion of its $1.3 billion acquisition of Canadian-based Neo Material Technologies Inc. (“Neo Materials”), creating a global rare earth leader with a combination of a world-class rare earth resource, ultra-high-purity rare earth processing capabilities, and full “mine-to-magnetics” vertical integration.

The acquisition was completed by way of a plan of arrangement under the Canada Business Corporations Act.

Molycorp, headquartered in Colorado and with offices in the US, Europe and Japan, is one of the world's leading rare earths and rare metals companies. Fully integrated across the rare earth mine-to-magnets supply chain, it currently produces rare earth oxides at its flagship rare earth mine and processing facility at Mountain Pass, California, as well as rare earth metals, rare earth alloys, and the rare metals niobium and tantalum. The rare earths and rare metals that Molycorp produces are critical inputs in existing and emerging applications including: clean energy technologies, such as hybrid and electric vehicles and wind power turbines; multiple high-tech uses, including fiber optics, lasers and hard disk drives; and numerous defense applications, such as guidance and control systems and global positioning systems.

Neo Materials, headquartered in Toronto, is a producer, processor and developer of neodymium-iron-boron magnetic powders, rare earths and zirconium based engineered materials and applications, and other rare metals and their compounds through its Magnequench and Performance Materials divisions.

Magnequench's Neo Powders are used to produce bonded magnets, generally used in micro motors, precision motors, sensors and other applications requiring high levels of magnetic strength, flexibility, small size and reduced weight. Rare earth and zirconium applications include catalytic converters, computers, television display panels, optical lenses, mobile phones and electronic chips. The Company's rare metals products are primarily used in the wireless, LED, flat panel, turbine, solar and catalyst industries.

Molycorp was represented in the United States by Jones Day with a team led by Jeffrey Litle and including Zach Bertke and Ashley Gullett (mergers and acquisitions), Michael Solecki and Andrew Thomas (securities); Lewis Grimm and David Roberts (banking and finance); Bevin Newman and Johannes Zottl (antitrust); Daniel Hagen and Susan Prewitt (employee benefits); and Jessie Tang and Bo Hu (China issues); and in Canada by McCarthy Tétrault LLPwith a team led by Michael Urbani and including Robin Mahood, Genevieve Pinto, Jonathan Duckles and Sarah Cunningham (corporate/securities); Oliver Borgers and Michele Siu (foreign investment); TJ Kang and Brian O'Neill (tax).

Neo Materials was represented by Fogler, Rubinoff LLP with a team led by Irwin Greenblatt and including Eric Roblin and Karen Murray (securities); Matt Norris and Dunny Medina (corporate); David Oliver (banking); and Peter Guselle (tax). The special committee of Neo Material's board of directors was represented by Ed Waitzer and Ivan Grbesic (securities) of Stikeman Elliott LLP.