Reno, Nevada--(Newsfile Corp. - June 15, 2017) - Scandium International Mining Corp. (TSX:SCY) ("Scandium International" or
the "Company") is pleased to announce that it has signed a Memorandum of Understanding and reached agreement with Scandium
Investments LLC ("SIL"), to acquire SIL's 20% ownership of EMC Metals Australia Pty Ltd, ("EMC-A"). The transaction
will increase the Company's ownership of EMC-A from 80% to 100%. EMC-A holds both the Nyngan and Honeybugle scandium projects
located in New South Wales, Australia. The Company will issue 57,371,565 shares of the Company to acquire SIL's shares of EMC-A,
representing 20% of the issued shares of the Company on a post-transaction basis. The transaction is considered non-dilutive to
existing SCY shareholders.
In connection with the acquisition, the Company has granted SIL the right to nominate two directors to the board of directors of
the Company.
HIGHLIGHTS:
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Transaction consolidates SCY ownership in Nyngan/Honeybugle Projects to 100%,
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Will accelerate development of Nyngan Scandium Project through better
alignment,
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Transaction considered non-dilutive to existing SCY shareholders,
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SIL becomes largest Company shareholder, and
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SIL to nominate two directors to the Company's board of directors.
The share exchange transaction was contemplated and outlined in the Loan and Option Agreement, entered into between SCY and SIL
in June 2014. Under the terms of that agreement, SIL retained the right to sell its 20% interest in EMC-A to the Company in
exchange for shares of the Company, once the Nyngan Mining Lease was received.
The establishment of 100% scandium project ownership by SCY's common shareholders holds significant advantage for the
development of the Nyngan Scandium Project. SIL and SCY agreed that consolidating 100% ownership of Nyngan and Honeybugle within
SCY would potentially allow for a wider array of project financing structures, to better optimize the cost of capital for the
Nyngan Scandium Project.
The principals of SIL hold a broad range of international capital markets skills and experience including Peter Evensen, the
retired CEO of Teekay Corporation; Chris Evensen, the retired co-founder of Canyon Capital Advisors, a multi-billion dollar
multi-asset hedge fund; and a professional investor in the global metals & mining industry across both equity and credit asset
classes.
By joining the SCY Board, Peter and Chris Evensen can contribute their funding expertise more directly and effectively to the
entire project, fully aligning the parties, benefiting the development program, and in turn benefiting all SCY shareholders.
This transaction also provides for a pay-out of a 20% portion of a 0.7% revenue-based royalty on Nyngan/Honeybugle that was
entered into by SCY in 2015. This royalty was excluded from SIL's share in the project interests, at the time, and so requires a
true-up of value as part of this transaction. The true-up value is US$420,000, and will be paid to SIL with additional SCY common
shares.
Closing of the acquisition of the EMC-A shares and payment of the consideration as described above is subject to both Toronto
Stock Exchange and shareholder approval. The transaction is also subject to execution of final documentation. The Company will
immediately call a special meeting to be held as soon as practical, to seek the approval of shareholders to the transactions
described above.
George Putnam, CEO of Scandium International Mining Corp. commented:
"The relationship originally formed between SCY and SIL in 2014 enabled the Company to secure the Nyngan Scandium Project for
our shareholders--a project that has become our flagship project, on track to be the world's first primary scandium mine. The
conversion of SIL's ownership interests to that of general shareholders in SCY, with an important presence on our Board, completes
the architecture we envisioned three years ago. The transaction fully aligns both the capital markets capabilities and the
investment expectations of the SIL principals with the interests of all our shareholders, just when those capabilities are most
required to develop the Nyngan Project."
Peter Evensen, Principal at Scandium Investments LLC commented:
"When SIL made its investment almost three years ago, we believed in both the potential of scandium to improve aluminum alloys
by making them lighter, stronger and weldable, and the SCY management team. Fast forward to today: we see the aluminum industry and
its end-users becoming more excited about the benefits of scandium aluminum alloys; and the achievement of a Mining License in only
34 months demonstrates the capabilities of SCY's management team. We now look forward to joining the team and doing our part to
help SCY achieve the next milestones of gaining sufficient offtake agreements and raising sufficient financing to commence
construction of the Nyngan project and put it into production."
QUALIFIED PERSONS AND NI 43-101 TECHNICAL REPORT
Willem Duyvesteyn, MSc, AIME, CIM, a Director and CTO of the Company, is a qualified person for the purposes of NI 43-101 and
has reviewed and approved the technical content of this press release on behalf of the Company.
ABOUT SCANDIUM INTERNATIONAL MINING CORP.
The Company is focused on developing its Nyngan Scandium Project, located in NSW, Australia, into the world's first
scandium-only producing mine. The project has received all key approvals, including a mining lease, necessary to proceed with
project construction.
The Company filed a NI 43-101 technical report in May 2016, titled "Feasibility Study — Nyngan Scandium
Project". That feasibility study delivered an expanded scandium resource, a first reserve figure, and an estimated 33.1% IRR on
the project, supported by extensive metallurgical test work and an independent, 10-year global marketing outlook for scandium
demand.
For inquiries to Scandium International Mining Corp, please contact:
George Putnam, President and CEO
Tel: 925-208-1775
Email: info@scandiummining.com
This press release contains forward-looking statements about the Company and its business. Forward looking statements are
statements that are not historical facts and include, but are not limited to statements regarding any future development of
the project. The forward-looking statements in this press release are subject to various risks, uncertainties and other
factors that could cause the Company's actual results or achievements to differ materially from those expressed in or implied by
forward looking statements. These risks, uncertainties and other factors include, without limitation risks related to uncertainty
in the demand for Scandium and pricing assumptions; uncertainties related to raising sufficient financing to fund the project in a
timely manner and on acceptable terms; changes in planned work resulting from logistical, technical or other factors; the
possibility that results of work will not fulfill expectations and realize the perceived potential of the Company's properties;
uncertainties involved in the estimation of Scandium reserves and resources; the possibility that required permits may not be
obtained on a timely manner or at all; the possibility that capital and operating costs may be higher than currently estimated and
may preclude commercial development or render operations uneconomic; the possibility that the estimated recovery rates may not be
achieved; risk of accidents, equipment breakdowns and labor disputes or other unanticipated difficulties or interruptions; the
possibility of cost overruns or unanticipated expenses in the work program; risks related to projected project economics, recovery
rates, and estimated NPV and anticipated IRR and other factors identified in the Company's SEC filings and its filings with
Canadian securities regulatory authorities.
Forward-looking statements are based on the beliefs, opinions and expectations of the Company's management at the time they
are made, and other than as required by applicable securities laws, the Company does not assume any obligation to update its
forward-looking statements if those beliefs, opinions or expectations, or other circumstances, should change.
