Mr. Allan Bezanson reports
GOLD DIGGER RESOURCES INC. ANNOUNCES UPDATE REGARDING PROPOSED ACQUISITION OF PREMIUM URANIUM CORPORATION
Gold Digger Resources Inc. has provided an update on its proposed acquisition of Premium Uranium Corp.
Further to its news releases dated March 6, 2024, and June 13, 2024, July 23, 2024, Sept. 30, 2024, and Oct. 31, 2024, the company is advancing toward the acquisition of all outstanding shares of PURC pursuant to a share purchase agreement dated March 6, 2024, as amended (the SPA). This acquisition is being executed with PURC, each of the shareholders of PURC (the vendors), and UA92 Pty. Ltd. (UA92), a wholly owned subsidiary of PURC.
The company is excited to announce that intends to close the acquisition of PURC on or about the last week of December, 2024. Upon completion of the acquisition, PURC and UA92 will become wholly owned subsidiaries of the company and the company will indirectly acquire UA92's mineral property comprised of several prospecting licences in the Republic of Botswana.
Additionally, the company will no longer file a Form 2A Listing Statement with the Canadian Securities Exchange (CSE). Instead, within 75 days following the closing, the company will file a Form 51-102F4 -- Business Acquisition Report (BAR), which will include details of the acquisition and audited financial statements for PURC. Additionally, concurrently with closing, the company will file a National Instrument 43-101 technical report on the UA92 project.
As part of the acquisition, Gold Digger will issue a total of 13.3 million common shares to the vendors at a deemed price of 40 cents per share. The consideration shares will be subject to contractual resale restrictions in accordance with which one-sixth of the consideration shares will be released from lockup on the later of: (i) six months from the closing date; and (ii) the filing date of the BAR in respect of the acquisition. Further, one-sixth of the remaining consideration shares will be released from lockup every six months thereafter over a 36-month period. In addition to customary closing conditions outlined in the SPA, the acquisition remains subject to the approval of the CSE.
A subsequent news release will be disseminated upon completion of the acquisition. For further information on the acquisition terms, please see the company's news release dated June 13, 2024.
About Gold Digger Resources Inc.
Gold Digger Resources is an early stage mineral resource exploration company. The company's material property is currently the Regnault project, consisting of 71 contiguous mineral claims covering an area of approximately 3,678 hectares located north-northeast of Chibougamau in the province of Quebec.
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