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Brazilian Rare Earths’ Amargosa Bauxite-Gallium Project to Be Demerged as Alurion Resources Limited

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Brazilian Rare Earths (OTCQX:BRELY) plans to demerge its 100%-owned Amargosa Bauxite–Gallium Project into a new ASX-listed company, Alurion Resources (ALU). The deal aims to create a dedicated bauxite and critical minerals developer while BRE focuses on rare earths.

Eligible BRE shareholders are expected to receive 0.5607 Alurion shares per BRE share via an in-specie distribution, with Alurion targeting an IPO to raise A$30–50 million. BRE expects to retain a 17–18% strategic stake, subject to final IPO size and allocations.

Amargosa hosts a 568 Mt JORC resource, including 98 Mt of direct-ship bauxite. A Scoping Study at US$71/dmt bauxite price indicates an after-tax NPV8 of US$630m, 82% IRR, 1.2-year payback and US$119m initial capex.

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Positive

  • In-specie distribution of 0.5607 Alurion shares for each BRE share held
  • BRE to retain approximately 17–18% strategic shareholding in Alurion post-IPO
  • Alurion IPO planned to raise between A$30 million and A$50 million
  • Amargosa 568 Mt JORC resource, including 98 Mt direct-ship bauxite
  • Scoping Study NPV8 of US$630m, 82% IRR, 1.2-year payback at US$71/dmt
  • Initial capex estimated at US$119m including 35% contingency

Negative

  • BRE’s ownership in Amargosa reduced from 100% to a minority post-demerger
  • Demerger and IPO remain subject to multiple approvals and market conditions
  • No Alurion share offer can proceed until a prospectus is lodged with ASIC

News Market Reaction – BRELY

+0.10%
+0.10% Session close to close

In the May 18 session, BRELY gained 0.10%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement outlines a structural shift as BRE plans to demerge its Amargosa Bauxite–Gallium P...
Analysis

This announcement outlines a structural shift as BRE plans to demerge its Amargosa Bauxite–Gallium Project into Alurion Resources, giving shareholders proposed in-specie exposure of 0.5607 Alurion shares per BRE share plus access to a priority IPO offer. The news follows months of strong technical progress across BRE’s rare earth projects. Investors may track the final prospectus terms, board approvals, listing timetable, and how BRE’s retained 17–18% Alurion stake complements its core rare earth strategy.

Key Figures

Mineral Resource: 568 Mt Direct-ship bauxite: 98 Mt Total Available Alumina: 41.9% TAA +5 more
8 metrics
Mineral Resource 568 Mt JORC compliant Mineral Resource Estimate for Amargosa
Direct-ship bauxite 98 Mt Portion of resource as direct-ship bauxite
Total Available Alumina 41.9% TAA Grade of direct-ship bauxite
Reactive silica 2.5% Reactive silica content of direct-ship bauxite
Scoping Study NPV8 US$630 m After-tax NPV8 at US$71/dmt CIF China
Internal rate of return 82% After-tax IRR from Amargosa Scoping Study
Initial capex US$119 m First-stage development capex including 35% contingency
In-specie ratio 0.5607 ALU per BRE Proposed distribution of Alurion shares per BRE share

Historical Context

5 past events · Latest: Apr 27 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Apr 27 Quarterly activities Positive -2.0% March 2026 activities report with expanded Monte Alto drilling and pilot plans.
Mar 25 Trial mining licence Positive +6.1% Monte Alto Trial Mining Licence allowing up to 2,000 tpa extraction.
Feb 18 Drilling results Positive +4.6% Ultra-high-grade Monte Alto intercepts and expanded strike length.
Feb 11 Metallurgy results Positive +6.5% Very high rare earth recoveries at 150°C in optimisation work.
Feb 04 Ore sorting results Positive +5.1% Exceptional ore sorting performance supporting dry, low-cost processing.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Operational and technical updates have often coincided with positive 1-day moves, though there was at least one instance of a negative reaction to constructive quarterly progress.

Recent Company History

Over the last six months, Brazilian Rare Earths has delivered a sequence of technical and project milestones at Monte Alto and related assets. February updates highlighted ultra-high-grade drilling, exceptional ore sorting, and metallurgical recoveries up to 97% TREO, with several of these releases followed by positive 1-day price moves. A March Trial Mining Licence and the March 2026 quarterly activities report advanced the development pathway, though the quarterly update saw a modest negative reaction. Today’s demerger announcement shifts focus by structurally separating the Amargosa bauxite-gallium project from BRE’s rare earth portfolio.

Key Terms

jorc compliant mineral resource estimate, npv8, irr, cif china, +3 more
7 terms
jorc compliant mineral resource estimate technical
"has defined a 568 Mt JORC compliant Mineral Resource Estimate, including 98 Mt"
A JORC compliant mineral resource estimate is an independent, standards-based inventory of the amount and quality of minerals in a deposit, prepared according to the Australasian JORC Code. It groups material by confidence levels (high, medium, low) so investors can see not just how much ore might exist but how reliable that figure is—think of it as a certified blueprint and probability score for a resource that helps assess value, risk, and financing potential.
npv8 financial
"reported an after-tax NPV8 of US$630 m, IRR of 82% and 1.2-year"
Net present value at an 8% discount rate (NPV8) is the estimated value today of a project's or investment’s future cash flows after reducing them by 8% per year to reflect time and risk. Investors use NPV8 like a common ruler — it translates future profits into today’s dollars so you can compare projects or price a business; a positive NPV8 suggests the expected returns exceed that 8% benchmark, while a negative one implies they don’t.
irr financial
"reported an after-tax NPV8 of US$630 m, IRR of 82% and 1.2-year"
IRR (Internal Rate of Return) is the annualized percentage return an investment is expected to produce based on its projected series of cash outflows and inflows; mathematically, it’s the rate that makes the present value of those cash flows balance to zero. Investors use IRR to compare and rank projects or investments—similar to comparing the interest rates on savings accounts—to judge which offers the best return for the time and risk involved.
View in glossary
cif china financial
"At spot pricing of US$71/dmt (CIF China), the Scoping Study for the"
CIF China denotes a shipment priced under the international trade rule “Cost, Insurance and Freight” with the goods’ destination being China. It means the seller pays to deliver the goods to a Chinese port and covers shipping and insurance until that port, while the buyer assumes most risk and costs after arrival; for investors this affects a company’s reported selling costs, profit margins, timing of revenue recognition and exposure to shipping or customs delays.
in-specie distribution financial
"receive direct Alurion exposure through an in-specie distribution and also retain"
An in-specie distribution is when a company gives shareholders actual assets—such as shares, bonds, or property—instead of paying cash. For investors this changes what they own and how easy it is to sell or value their holding, and can have different tax consequences; think of getting a slice of a pie rather than cash payment for your share of the bakery.
initial public offering financial
"Alurion also intends to undertake an Initial Public Offering to raise between"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
prospectus regulatory
"No offer of Alurion shares will be made except under, or accompanied by, a prospectus"
A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SYDNEY, May 18, 2026 (GLOBE NEWSWIRE) -- Brazilian Rare Earths Limited (ASX: BRE) (OTCQX: BRELY / BRETF) is pleased to announce its intention to demerge its 100%-owned Amargosa Bauxite–Gallium Project (Amargosa) into a newly formed ASX-listed company, Alurion Resources Limited (Alurion, or ALU).

The proposed demerger is designed to establish Alurion as a dedicated bauxite and critical minerals development company with its own board, management team and capital structure, while enabling BRE to remain focused on advancing its rare earth and critical minerals portfolio.

STRATEGIC RATIONALE: A FOCUSED COMPANY FOR A DISTINCT GLOBAL OPPORTUNITY

The proposed demerger affords Amargosa the focus and flexibility it needs to be progressed rapidly, and reflects a disciplined portfolio strategy that separates two large-scale, strategically important mineral platforms with different development pathways. Benefits include:

  • Capital discipline: Enabling Alurion to raise and deploy capital directly into Amargosa’s bauxite development plan without competing with BRE’s priorities
  • Execution focus: Dedicated management team and board with relevant bauxite, bulk-commodity logistics, and capital-markets expertise, to accelerate commercial, technical and offtake workstreams
  • Priority for BRE shareholders: BRE shareholders are expected to receive direct Alurion exposure through an in-specie distribution and also retain indirect exposure through BRE’s strategic Alurion shareholding
  • Strategic BRE shareholding: Following the in-specie distribution, BRE intends to retain a strategic shareholding in Alurion, expected to represent approximately 17% to 18% post-IPO, subject to final IPO size and allocations

ALURION RESOURCES: THE AMARGOSA OPPORTUNITY

Structural market drivers

  • Bauxite is the primary raw material used to make alumina, which is then used to produce aluminium. The world’s seaborne bauxite supply chain has become increasingly concentrated, with Guinea now supplying approximately 70% of China’s imported bauxite feedstock. This supply concentration highlights the strategic importance for new, high-quality bauxite supply from reliable mining jurisdictions.

Large-scale bauxite province   

  • Amargosa is not an early-stage concept. More than a decade of exploration, led by Rio Tinto and more recently by BRE, has defined a 568 Mt JORC compliant Mineral Resource Estimate, including 98 Mt of direct-ship bauxite grading 41.9% Total Available Alumina (TAA) and 2.5% reactive silica, competitive with Guinean benchmark metallurgical bauxite. The scale and quality of the resource provide the foundation for a low-complexity initial development pathway and potential longer-term expansion opportunities.

Simple initial development pathway

  • The first-stage Scoping Study development plan is simple by design: mine and ship bauxite directly, without building a beneficiation plant, tailings facility or major fixed infrastructure. This development pathway is designed to minimise upfront capital intensity, reduce time to market and position Amargosa in the first quartile of the global cost curve.

Compelling economics and logistics

  • At spot pricing of US$71/dmt (CIF China), the Scoping Study for the direct-ship-bauxite reported an after-tax NPV8 of US$630 m, IRR of 82% and 1.2-year payback, with initial capex of US$119 m including 35% contingency
  • Amargosa North is strategically located approximately 160 km by road from the Port of Enseada, an established bulk-export facility, providing direct access to global seaborne bauxite markets from Brazil

Critical-mineral and scale upside

  • Beyond the base case, Amargosa has a range of potential value levers. These include scaling production to more than ~15 Mtpa via the potential FIOL rail and port, unlocking the contained gallium endowment, and advancing co-products including titanium, zircon, and rare earth critical minerals. These opportunities remain subject to further technical, economic, and market evaluation.

PRIORITY DEAL STRUCTURE FOR BRE SHAREHOLDERS

The proposed deal structure is intended to prioritise participation by existing BRE shareholders while establishing Alurion with the capital base required to advance Amargosa as a standalone development company.

BRE intends to distribute Alurion Shares to Eligible BRE Shareholders1 on a pro-rata basis of 0.5607 ALU Shares for each BRE Share held at the In-Specie Record Date.

Alurion also intends to undertake an Initial Public Offering to raise between A$30 m and A$50 m on the following basis:

  • Pro-Rata Priority Offer open to Eligible BRE Shareholders1
  • First-Right Top-Up Offer open to Eligible BRE Shareholders1 who have subscribed for Alurion Shares in excess of their maximum Priority Offer entitlement, subject to the terms of the prospectus and final allocations
  • Broker Firm and Institutional Offers of any remaining Alurion Shares to eligible Australian retail and other eligible clients of Brokers and certain Institutional Investors in Australia and other Permitted Jurisdictions

___________________________
1 Eligible BRE Shareholders being those with a registered address in Australia, Brazil, British Virgin Islands, Canada (Provinces of British Columbia, Ontario and Quebec), the EU (excluding Austria), Hong Kong, New Zealand, Singapore, China, Switzerland, the UK or the US (Permitted Jurisdictions). Ineligible BRE Shareholders will have their entitlement sold by a Sale Agent, with proceeds remitted to them. Additionally, Eligible Shareholders who, based on their holding of Shares, would on the In-specie Record Date be entitled to receive $2,000 worth of Alurion Shares or less under the In-specie Distribution may elect for the In-Specie Shares they would have otherwise been entitled to receive under the in-specie distribution to be transferred to and sold by the Sale Agent through the Sale Facility.

CEO COMMENTARY

“The proposed demerger and public listing of Alurion Resources is a disciplined value-unlocking transaction for BRE shareholders and the right structure for the leading Amargosa Bauxite-Gallium Project.

Amargosa is a large-scale bauxite-gallium province, with the resource base, grade, logistics and low-capex first-stage development pathway to support a compelling standalone investment proposition. Establishing Alurion as a dedicated company gives Amargosa the capital focus, specialist leadership and strategic mandate to advance its development pathway.

The transaction has been deliberately structured to prioritise BRE shareholders. Eligible shareholders are expected to receive direct exposure to Alurion through the proposed in-specie distribution, priority participation in the IPO, and continued indirect exposure through BRE’s retained strategic shareholding.

For BRE, the demerger also sharpens our corporate focus. It allows Alurion to advance Amargosa as a leading bauxite and critical minerals development company, while BRE concentrates its development and execution capabilities on advancing one of the world’s most important rare earth and critical minerals provinces.”

— Bernardo da Veiga, Managing Director and CEO

IMPORTANT INFORMATION FOR SHAREHOLDERS

BRE has received in-principle advice from the ASX with respect to the proposed demerger and Alurion's suitability for listing. The proposed demerger and IPO also remains subject to completion of transaction documentation, legal and tax structuring, final Board approvals, BRE shareholder approval, third party approvals, lodgement of the Alurion prospectus, ASX admission requirements, market conditions and other customary conditions. No offer of Alurion shares will be made except under, or accompanied by, a prospectus lodged with ASIC.

Shareholders should read the prospectus and all relevant BRE and Alurion announcements before making any investment decision. The Company expects to lodge the Alurion IPO Prospectus in Mid 2026 with ASX listing targeted for two months after lodgement. Shareholders will be provided with further information in relation to the Alurion IPO, including the Priority Offer, closer to the time.

FORWARD-LOOKING STATEMENTS

This announcement contains forward-looking statements, including statements regarding the proposed demerger, proposed IPO, proposed ASX listing of Alurion, expected BRE shareholder participation, BRE’s expected retained shareholding, development plans for Amargosa, potential scale expansion opportunities, potential co-products, market conditions, expected timetable and future funding. These statements are based on BRE management's expectations and beliefs concerning future events as of the time of the release of this announcement.

 Forward-looking statements are subject to known and unknown risks, uncertainties and assumptions, many of which are outside the control of BRE. Actual results, performance or outcomes may differ materially from those expressed or implied by forward-looking statements. BRE does not undertake to update forward-looking statements except as required by law and the ASX listing rules.

SCOPING STUDY AND PREVIOUSLY REPORTED INFORMATION

The information in this announcement that relates to the Mineral Resource Estimate, production target and forecast financial information derived from a production target was first released by the Company in its announcement titled “Amargosa Bauxite Project Scoping Study” dated 11 December 2025 (December Announcement).

The Company confirms that it is not aware of any new information or data that materially affects the information contained in the December Announcement and, in the case of the Mineral Resource Estimate, that all material assumptions and technical parameters underpinning the estimate continue to apply and have not materially changed.

The Company further confirms that all material assumptions underpinning the production target and forecast financial information derived from the production target in the December Announcement continue to apply and have not materially changed.

The Company confirms that the form and context in which the Competent Person’s findings are presented in this announcement have not been materially modified from the December Announcement.

CONTACTS

Bernardo Da Veiga, Managing Director and CEO

investors@brazilianrareearths.com
www.brazilianrareearths.com


FAQ

What did Brazilian Rare Earths (BRELY) announce about the Amargosa Bauxite-Gallium Project demerger?

Brazilian Rare Earths announced plans to demerge its 100%-owned Amargosa Bauxite–Gallium Project into Alurion Resources, a new ASX-listed company. According to the company, Alurion will focus on bauxite and critical minerals while BRE concentrates on its rare earth and critical minerals portfolio.

How will the Alurion Resources demerger affect Brazilian Rare Earths (BRELY) shareholders?

Eligible Brazilian Rare Earths shareholders are expected to receive 0.5607 Alurion shares per BRE share via an in-specie distribution. According to Brazilian Rare Earths, shareholders will also retain indirect exposure through BRE’s planned 17–18% strategic stake in Alurion, subject to final IPO size and allocations.

What are the Amargosa Bauxite-Gallium Project economics supporting the Alurion Resources spin-off from BRELY?

A Scoping Study indicates after-tax NPV8 of US$630m, 82% IRR and 1.2-year payback at US$71/dmt bauxite price. According to Brazilian Rare Earths, initial capex is estimated at US$119m including 35% contingency, based on a direct-ship bauxite development plan.

What is the resource size and grade at Amargosa that underpins Alurion Resources’ strategy?

Amargosa has a 568 Mt JORC-compliant Mineral Resource Estimate, including 98 Mt of direct-ship bauxite. According to Brazilian Rare Earths, the direct-ship bauxite averages 41.9% Total Available Alumina and 2.5% reactive silica, viewed as competitive with benchmark metallurgical bauxite.

When is the Alurion Resources (ALU) IPO and ASX listing expected following the BRELY demerger?

Brazilian Rare Earths expects to lodge the Alurion IPO prospectus in mid 2026, with ASX listing targeted about two months later. According to the company, timing remains subject to regulatory approvals, ASX admission requirements, market conditions and completion of transaction documentation.

What conditions must be satisfied for the Brazilian Rare Earths (BRELY) demerger and Alurion IPO to proceed?

The demerger and IPO require completion of transaction documents, legal and tax structuring, final board and shareholder approvals, third-party consents and ASX admission. According to Brazilian Rare Earths, no Alurion offer will be made except under a prospectus lodged with ASIC.