19:37:16 EDT Sat 04 May 2024
Enter Symbol
or Name
USA
CA



Consolidated Uranium Inc
Symbol CUR
Shares Issued 103,723,660
Close 2023-11-17 C$ 1.89
Market Cap C$ 196,037,717
Recent Sedar Documents

Consolidated Uranium hopes to close spinout by Nov. 27

2023-11-20 14:36 ET - News Release

Mr. Philip Williams reports

CONSOLIDATED URANIUM ANNOUNCES RECORD DATE FOR THE SPIN-OUT OF PREMIER AMERICAN URANIUM

Consolidated Uranium Inc. has provided an update on the previously announced planned spinout of Premier American Uranium Inc. through a plan of arrangement under the Business Corporations Act (Ontario). As part of the Arrangement, CUR is transferring ownership of certain indirect wholly-owned subsidiaries that hold eight U.S. Department of Energy leases and certain patented claims located in Colorado to PUR in exchange for 7,753,752 common shares of PUR ("PUR Shares"). PUR is currently a majority-controlled subsidiary of CUR focused on the acquisition, exploration, and development of uranium projects in Wyoming and Colorado.

All of the conditions precedent to completion of the Spin-Out have been satisfied, including among others, receipt of the final order of the Ontario Superior Court of Justice (Commercial List) and receipt of conditional approval of the TSX Venture Exchange (the "TSXV") for listing of the PUR Shares (the "Listing").

Accordingly, the Company is pleased to announce the anticipated closing date for the Spin-Out is November 27, 2023 (the "Record Date"). CUR shareholders as of 12:01 a.m. on the Record Date will receive their pro rata portion of the 3,876,786 PUR Shares that are being distributed by CUR pursuant to the Arrangement. The precise number of PUR Shares to be distributed to each CUR shareholder will be determined on the Record Date, but is currently anticipated to be approximately 0.0374 of a PUR Share for each CUR share held by such holder as at the Record Date. In accordance with the procedures of CDS Clearing and Depository Services Inc., the payment date is November 29, 2023, and CUR Shareholders can expect to receive their PUR Shares on or about such date. The Listing is subject to the final approval of the TSXV in accordance with its original listing requirements and is expected to be completed shortly after the payment date.

Update on Private Placement by Premier American Uranium

Further to the Company's press release dated August 24, 2023, the Company is also pleased to announce that PUR completed a second tranche (the "Second Tranche") of its previously announced fully marketed private placement (the "PUR Offering"), representing a partial exercise of the over-allotment option granted to the Agents (as defined below), for gross proceeds of C$207,049.50 from the sale of 138,033 additional subscription receipts of PUR (each, a "Subscription Receipt") at a price of C$1.50 per Subscription Receipt (the "Offering Price"). Red Cloud Securities Inc. acted as lead agent and sole bookrunner on behalf of a syndicate of agents including PI Financial Corp. (together, the "Agents").

The terms of the Subscription Receipts sold pursuant to the Second Tranche are identical to the Subscription Receipts sold previously pursuant to the PUR Offering. In addition, PUR issued 9,335 broker warrants (the "Broker Warrants") to the Agents pursuant to the closing of the Second Tranche. Each Broker Warrant entitles the holder to purchase one PUR Share at the Offering Price until August 24, 2026.

The proceeds of the Second Tranche, net of the reasonable out-of-pocket expenses of the Agents, will be held in escrow and not released to PUR unless the escrow release conditions (the "Escrow Release Conditions") are satisfied on or before December 22, 2023 (the date of satisfaction or waiver, as applicable, of such escrow release conditions being, the "Escrow Release Date").

Merger with IsoEnergy

Completion of the Spin-Out Transaction will not impact the previously announced merger (the "Merger" or the "Arrangement") involving CUR and IsoEnergy Ltd. ("IsoEnergy"). Completion of the Spin-Out is a condition precedent to completion of the Merger and, accordingly, the Spin-Out will be completed in advance of closing of the Merger. In addition to the right to receive PUR Shares under the Spin-Out, Shareholders are entitled to receive the consideration under the Merger comprised of 0.500 of a common share of IsoEnergy for each CUR share held.

The special meeting of Shareholders (the "Meeting") to approve the Merger will be held at the offices of Cassels Brock & Blackwell LLP, Suite 3200, Bay Adelaide Centre - North Tower, 40 Temperance St., Toronto, Ontario and online at meetnow.global/MJFSQPW on November 28, 2023 at 10:00 a.m. (Toronto time). Shareholders of record as of October 16, 2023, are eligible to vote at the Meeting. Shareholders must submit their proxies for the Meeting before 10:00 am (Toronto Time) on Friday, November 24, 2023.

Please visit the Special Meeting page on our website for complete details and links to all relevant documents ahead of the Meeting at https://consolidateduranium.com/investors/special-meeting/.

About Consolidated Uranium

Consolidated Uranium Inc. (TSXV: CUR) (OTCQX: CURUF) was created in early 2020 to capitalize on an anticipated uranium market resurgence using the proven model of diversified project consolidation. To date, the Company has acquired or has the right to acquire uranium projects in Australia, Canada, Argentina, and the United States each with significant past expenditures and attractive characteristics for development.

The Company is currently advancing its portfolio of permitted, past-producing conventional uranium and vanadium mines in Utah and Colorado, with a toll milling arrangement in place with Energy Fuels Inc., a leading U.S.-based uranium mining company. These mines are currently on stand-by, ready for rapid restart as market conditions permit, positioning CUR as a near-term uranium producer.

We seek Safe Harbor.

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