0001193125-11-167727.txt : 20110617 0001193125-11-167727.hdr.sgml : 20110617 20110617152525 ACCESSION NUMBER: 0001193125-11-167727 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110617 DATE AS OF CHANGE: 20110617 GROUP MEMBERS: RCA IV GP L.L.C. GROUP MEMBERS: RCA V GP LTD. GROUP MEMBERS: RESOURCE CAPITAL ASSOCIATES IV L.P. GROUP MEMBERS: RESOURCE CAPITAL ASSOCIATES V L.P. GROUP MEMBERS: RESOURCE CAPITAL FUND V L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Molycorp, Inc. CENTRAL INDEX KEY: 0001489137 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 272301797 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85613 FILM NUMBER: 11918313 BUSINESS ADDRESS: STREET 1: 5619 DENVER TECH CENTER PARKWAY STREET 2: SUITE 1000 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 BUSINESS PHONE: (303) 843-8040 MAIL ADDRESS: STREET 1: 5619 DENVER TECH CENTER PARKWAY STREET 2: SUITE 1000 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Resource Capital Fund IV LP CENTRAL INDEX KEY: 0001372095 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1400 Sixteenth Street STREET 2: Ste 200 CITY: Denver STATE: CO ZIP: 80202 BUSINESS PHONE: 7209461444 MAIL ADDRESS: STREET 1: 1400 Sixteenth Street STREET 2: Ste 200 CITY: Denver STATE: CO ZIP: 80202 SC 13D/A 1 dsc13da.htm SCHEDULE 13D AMENDMENT NO. 4 Schedule 13D Amendment No. 4

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

 

 

 

Molycorp, Inc.

(Name of Issuer)

 

 

 

Common Stock, $0.001 Par Value

(Title of Class of Securities)

 

608753109

(CUSIP Number)

 

Brian T. Dolan

Resource Capital Funds

1400 Sixteenth Street, Suite 200

Denver, CO 80202

(720) 946-1444

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

June 15, 2011

(Date of Event which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

*   The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


CUSIP No. 608756109   13D   Page 2 of 14 Pages

 

  1   

NAMES OF REPORTING PERSONS.

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

 

Resource Capital Fund IV L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

    WC

  5  

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     7    

SOLE VOTING POWER

 

    11,042,605 shares

     8   

SHARED VOTING POWER

 

    0 shares

     9   

SOLE DISPOSITIVE POWER

 

    11,042,605 shares

   10   

SHARED DISPOSITIVE POWER

 

    0 shares

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    11,042,605 shares

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ¨

 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    13.2%

14

 

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

    PN

 


CUSIP No. 608756109   13D   Page 3 of 14 Pages

 

  1   

NAMES OF REPORTING PERSONS.

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

 

Resource Capital Associates IV L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

    OO

  5  

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     7    

SOLE VOTING POWER

 

    11,042,605 shares

     8   

SHARED VOTING POWER

 

    0 shares

     9   

SOLE DISPOSITIVE POWER

 

     11,042,605 shares

   10   

SHARED DISPOSITIVE POWER

 

    0 shares

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    11,042,605 shares

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ¨

 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    13.2%

14

 

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

    PN

 


CUSIP No. 608756109   13D   Page 4 of 14 Pages

 

  1   

NAMES OF REPORTING PERSONS.

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

 

RCA IV GP L.L.C.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

    OO

  5  

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     7    

SOLE VOTING POWER

 

    11,042,605 shares

     8   

SHARED VOTING POWER

 

    0 shares

     9   

SOLE DISPOSITIVE POWER

 

    11,042,605 shares

   10   

SHARED DISPOSITIVE POWER

 

    0 shares

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    11,042,605 shares

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ¨

 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    13.2%

14

 

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

    PN

 


CUSIP No. 608756109   13D   Page 5 of 14 Pages

 

  1   

NAMES OF REPORTING PERSONS.

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

 

Resource Capital Fund V L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

    WC

  5  

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     7    

SOLE VOTING POWER

 

    2,801,258 shares

     8   

SHARED VOTING POWER

 

    0 shares

     9   

SOLE DISPOSITIVE POWER

 

    2,801,258 shares

   10   

SHARED DISPOSITIVE POWER

 

    0 shares

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    2,801,258 shares

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ¨

 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    3.3%

14

 

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

    PN

 


CUSIP No. 608756109   13D   Page 6 of 14 Pages

 

  1   

NAMES OF REPORTING PERSONS.

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

 

Resource Capital Associates V L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

    OO

  5  

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     7    

SOLE VOTING POWER

 

    2,801,258 shares

     8   

SHARED VOTING POWER

 

    0 shares

     9   

SOLE DISPOSITIVE POWER

 

    2,801,258 shares

   10   

SHARED DISPOSITIVE POWER

 

    0 shares

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    2,801,258 shares

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ¨

 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    3.3%

14

 

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

    PN

 


CUSIP No. 608756109   13D   Page 7 of 14 Pages

 

  1   

NAMES OF REPORTING PERSONS.

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

 

RCA V GP Ltd.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

    OO

  5  

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     7    

SOLE VOTING POWER

 

    2,801,258 shares

     8   

SHARED VOTING POWER

 

    0 shares

     9   

SOLE DISPOSITIVE POWER

 

    2,801,258 shares

   10   

SHARED DISPOSITIVE POWER

 

    0 shares

11

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    2,801,258 shares

12

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ¨

 

13

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

    3.3%

14

 

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

    OO, HC

 


CUSIP No. 608756109   13D   Page 8 of 14 Pages

 

Schedule 13D

 

Item 1. Security and Issuer.

This Amendment No. 4 to the statement on Schedule 13D (this “Amendment No. 4”) amends and supplements Amendment No. 1, Amendment No. 2 and Amendment No. 3 to the statement on Schedule 13D filed by the Reporting Persons (as defined in Item 2 below) on February 18, 2011 (the “Schedule 13D”), and relates to the Common Stock, $0.001 par value per share (the “Common Stock”) of Molycorp, Inc. (the “Company”), whose principal place of business is located at 5619 Denver Tech Center Parkway, Suite 1000, Greenwood Village, Colorado 80111.

Except as specifically provided herein, this Amendment No. 4 does not modify any of the information previously reported on the Schedule 13D. Capitalized terms used but not otherwise defined in this Amendment No. 4 shall have the meanings ascribed to them in the Schedule 13D.

 

Item 2. Identity and Background.

The persons filing this Schedule 13D (collectively, the “Reporting Persons”) are:

 

  a. Resource Capital Fund IV L.P. (“RCF IV”), a Cayman Islands exempted limited partnership, whose address is 1400 Sixteenth Street, Suite 200, Denver, Colorado 80202. The principal business of RCF IV is investments.

 

  b. Resource Capital Associates IV L.P. (“Associates IV”), a Cayman Islands exempted limited partnership, whose address is 1400 Sixteenth Street, Suite 200, Denver, Colorado 80202. Associates IV is the general partner of RCF IV. The principal business of Associates IV is to act as the general partner of RCF IV.

 

  c. RCA IV GP L.L.C. (“RCA IV”), a Delaware limited liability company, whose address is 1400 Sixteenth Street, Suite 200, Denver, Colorado 80202. RCA IV is the general partner of Associates IV. The principal business of RCA IV is to act as the general partner of Associates IV.

 

  d. Resource Capital Fund V L.P. (“RCF V”), a Cayman Islands exempted limited partnership, whose address is 1400 Sixteenth Street, Suite 200, Denver, Colorado 80202. The principal business of RCF V is investments.

 

  e. Resource Capital Associates V L.P. (“Associates V”), a Cayman Islands exempted limited partnership, whose address is 1400 Sixteenth Street, Suite 200, Denver, Colorado 80202. Associates V is the general partner of RCF V. The principal business of Associates V is to act as the general partner of RCF V.

 

  f. RCA V GP Ltd. (“RCA V”), a Cayman Islands exempted company, whose address is 1400 Sixteenth Street, Suite 200, Denver, Colorado 80202. RCA V is the general partner of Associates V. The principal business of RCA V is to act as the general partner of Associates V.

RCF IV and RCF V are referred to herein as the “RCF Funds.”

The sole members of each of RCA IV and RCA V are Messrs. Ryan T. Bennett, Ross R. Bhappu, Russ Cranswick, Brian T. Dolan, James McClements and Henderson G. Tuten and Ms. Sherri Croasdale (collectively, the “Principals”). The businesses of each of RCA IV and RCA V are directed by the officers of each general partner. The Principals serve as executive officers. The business address of each of Messrs. Bennett, Bhappu, Cranswick, Dolan, McClements, and Tuten and Ms. Croasdale is 1400 Sixteenth Street, Suite 200, Denver, Colorado 80202. The principal occupation of Messrs. Bennett, Bhappu, Cranswick, Dolan, McClements and Tuten and Ms. Croasdale is serving as senior executive of the Resource Capital Funds which include the RCF Funds.


CUSIP No. 608756109   13D   Page 9 of 14 Pages

 

RCF IV, Associates IV, RCF V and Associates V are all Cayman Islands exempted limited partnerships.

RCA IV is a Delaware limited liability company.

RCA V is a Cayman Islands exempted company.

Messrs. Bennett, Bhappu, Dolan and Tuten and Ms. Croasdale are citizens of the United States. Mr. Cranswick is a citizen of Canada. Mr. McClements is a citizen of Australia.

During the last five years, none of the Reporting Persons nor any Principal has been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors). During the last five years, none of the Reporting Persons nor any Principal, has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction making such Reporting Person or Principal subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

Item 3. Source and Amount of Funds or Other Consideration.

Not applicable.

 

Item 4. Purpose of Transaction.

As described in more detail in Item 6 below, on June 15, 2011, the Reporting Persons indirectly sold in the aggregate 5,747,883 shares of Common Stock pursuant to that certain underwriting agreement, dated June 10, 2011, by and among J.P. Morgan Securities LLC, Morgan Stanley & Co. Incorporated, the other underwriters named therein, the Company and the Selling Stockholders named therein (the “Underwriting Agreement”), including the exercise by the underwriters of the over-allotment option contained therein.

Except as described in this Schedule, none of the Reporting Persons currently has any plans or proposals which relate to or would result in any of the actions or transactions specified in clauses (a) through (j) of Item 4 of Schedule 13D. Each of the Reporting Persons reserves the right to acquire or dispose of the securities of the Company, to exercise the rights described in Item 6, or to formulate other purposes, plans or proposals regarding the Company or its securities to the extent deemed advisable in light of general investment policies, market conditions and other factors.

 

Item 5. Interest in Securities of the Issuer.

As of June 15, 2011, RCF IV owns 11,042,605 shares of Common Stock and RCF V owns 2,801,258 shares of Common Stock for a total aggregate holding by the RCF Funds of 13,843,863 shares of Common Stock. Based on the foregoing, RCF IV may be deemed to have sole voting and dispositive power over, and therefore beneficial ownership of, approximately 13.2% and RCF V may be deemed to have sole voting and dispositive power over, and therefore beneficial ownership of, approximately 3.3% of the issued and outstanding Common Stock of the Company.

As of June 15, 2011, Associates IV may be deemed to have sole voting and dispositive power over, and therefore beneficial ownership of, approximately 13.2% and Associates V may be deemed to have sole voting and dispositive power over, and therefore beneficial ownership of, approximately 3.3% of the issued and outstanding Common Stock of the Company.

As of June 15, 2011, RCA IV may be deemed to have sole voting and dispositive power over, and therefore beneficial ownership of approximately 13.2% and RCA V may be deemed to have sole voting and dispositive power over, and therefore beneficial ownership of, approximately 3.3% of the issued and outstanding Common Stock of the Company.


CUSIP No. 608756109   13D   Page 10 of 14 Pages

 

As of June 15, 2011, Messrs. Bennett, Bhappu, Cranswick, Dolan, McClements and Tuten and Ms. Croasdale, by virtue of their interests as members and directors of each of RCA IV and RCA V, may be deemed to have sole voting and dispositive power over, and therefore beneficial ownership of, approximately 16.5% of the issued and outstanding Common Stock of the Company. Messrs. Bennett, Bhappu, Cranswick, Dolan, McClements and Tuten and Ms. Croasdale disclaim beneficial ownership of the Common Stock, except to the extent of each of their pecuniary interest therein.

Each percentage of beneficial ownership referenced above is calculated based upon 83,895,501 shares of the Issuer reported to be outstanding as of May 9, 2011 in the Issuer’s Form 10-Q filed on May 10, 2011.

Except as described above and in Item 6, none of the Reporting Persons has effected any additional transactions with respect to the Common Stock of the Company during the past 60 days.

 

Item 6. Contracts, Arrangements, Undertakings or Relationships with Respect to Securities of the Issuer.

RCF US Holdings L.P. (“RCF Holding”) is a party to the Underwriting Agreement as a Selling Stockholder therein. The RCF Funds contributed to RCF Holdings the 5,747,883 shares sold pursuant to the Underwriting Agreement and thus the RCF Funds indirectly sold such shares.

 

Item 7. Material to be Filed as Exhibits.

Exhibit 1 – Joint Filing Agreement dated June 17, 2011.

Exhibit 2 – Underwriting Agreement dated June 10, 2011*

 

* Incorporated by reference from the Company’s Amendment No. 1 to Form S-1 Registration Statement filed with the Securities and Exchange Commission on June 7, 2011.


CUSIP No. 608756109   13D   Page 11 of 14 Pages

 

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

Date: June 17, 2011
RCA IV GP L.L.C.
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer
RESOURCE CAPITAL ASSOCIATES IV L.P.
By:   RCA IV GP L.L.C., its General Partner
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer
RESOURCE CAPITAL FUND IV L.P.
By:   Resource Capital Associates IV L.P., its General Partner
By:   RCA IV GP L.L.C., its General Partner
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer
RCA V GP LTD.
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer
RESOURCE CAPITAL ASSOCIATES V L.P.
By:   RCA V GP Ltd., its General Partner
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer


CUSIP No. 608756109   13D   Page 12 of 14 Pages

 

RESOURCE CAPITAL FUND V L.P.
By:   Resource Capital Associates V L.P., its General Partner
By:   RCA V GP Ltd., its General Partner
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer


CUSIP No. 608756109   13D   Page 13 of 14 Pages

 

EXHIBIT 1

AGREEMENT

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of stock of Molycorp, Inc.

EXECUTED this 17th day of June, 2011.

 

RCA IV GP L.L.C.
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer
RESOURCE CAPITAL ASSOCIATES IV L.P.
By:   RCA IV GP L.L.C., its General Partner
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer
RESOURCE CAPITAL FUND IV L.P.
By:   Resource Capital Associates IV L.P., its General Partner
By:   RCA IV GP L.L.C., its General Partner
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer
RCA V GP LTD.
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer
RESOURCE CAPITAL ASSOCIATES V L.P.
By:   RCA V GP Ltd., its General Partner
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer


CUSIP No. 608756109   13D   Page 14 of 14 Pages

 

RESOURCE CAPITAL FUND V L.P.
By:   Resource Capital Associates V L.P., its General Partner
By:   RCA V GP Ltd., its General Partner
By:  

/s/ Sherri A. Croasdale

  Name:   Sherri A. Croasdale
  Title:   Vice President and Chief Financial Officer