I think the answer is buried here.

https://www.sec.gov/Archives/edgar/data/0001172178/000149315221021163/ex3-23.htm

Note that the PPS a year ago was around 76 cents, while this morning, it hit 17 cents, down about 78 percent.  The proposed deal is based on a million dollars, not a percentage of the outstanding stock.  So it could be that LBSR does not want to do the deal at the lower prices that came about since the NR. 

The price of gold isn't helping either.