Mr. Philip Williams reports
ISOENERGY ANNOUNCES STRATEGIC SALE OF ITS MOUNTAIN LAKE PROPERTY IN NUNAVUT
IsoEnergy Ltd. has entered into an asset purchase agreement with Future Fuels Inc., pursuant to which the company has agreed to sell to Future Fuels all of its right, title and interest in and to the Mountain Lake property located in Nunavut. Future Fuels is a publicly traded company that has consolidated a significant landholding in the Hornby basin, surrounding Mountain Lake.
Transaction highlights:
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Establishes a district-scale uranium opportunity by consolidating the Mountain Lake property and Hornby project in the Hornby basin: This strategic unification increases discovery potential in the Hornby basin -- one of Canada's key uranium basins -- by combining Mountain Lake's historic resources with over 40 uranium showings across the expanded land package totalling approximately 342,000 hectares (ha).
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Retains significant exposure to the Hornby basin through accretive transaction terms: IsoEnergy will own a significant equity position in Future Fuels following completion of the transaction and will enter into an investor rights agreement, which ensures continued exposure to the property's advancement through participation rights in future equity financings, the right to appoint one representative to the Future Fuel board and net smelter returns (NSR) royalties.
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Unlocks value from non-core assets in alignment with IsoEnergy's strategic business plan: The transaction aligns with the company's strategy to maximize shareholder value by capitalizing on accretive opportunities and efficiently leveraging non-core assets under favourable market conditions. It also enhances the company's planned focus on near-term production, development and exploration on core jurisdictions, enabling efficient allocation of resources and capital to strengthen core asset value.
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Further strengthens equity portfolio, now estimated at $32.2-million: The transaction is set to further enhance the company's equity portfolio1, which includes positions in NexGen Energy Ltd., Premier American Uranium Inc., Atha Energy Corp. and Jaguar Uranium Corp. by adding approximately $4-million in additional value.
For additional information regarding the Mountain Lake project, please refer to the technical report entitled "Mountain Lake Property Nunavut," dated Feb. 15, 2005, reported by Triex Mineral Corp.
Transaction details
Pursuant to the agreement, Future Fuels has agreed to acquire the Mountain Lake property from IsoEnergy in consideration for:
- The issuance to IsoEnergy of 12.5 million common shares of Future Fuels on closing of the transaction;
- The issuance to IsoEnergy of 2.5 million common shares of Future Fuels on the earliest date practicable following closing that will ensure that such issuance will not result in IsoEnergy owning or controlling more than 19.9 per cent of the outstanding common shares of Future Fuels on a partially diluted basis;
- The grant by Future Fuels to IsoEnergy of (a) a 2-per-cent NSR (net smelter return) royalty, payable on all production from Mountain Lake, of which 1 per cent will be eligible for repurchase by Future Fuels for $1-million, and (b) a 1-per-cent NSR royalty, payable on all uranium production from Future Fuels properties in Nunavut other than Mountain Lake.
The consideration shares, when issued, will be subject to contractual restrictions on resale beginning from the date of closing, as well as a statutory hold period of four months and one day from the date of issuance. Closing of the transaction is subject to certain conditions and approvals, including:
- The execution of an investor rights agreement providing IsoEnergy, for so long as IsoEnergy owns 10 per cent or more of the issued and outstanding common shares of Future Fuels on a partially diluted basis, with the right to:
- Nominate one director to the Future Fuels board of directors;
- Participate in equity financings in order to maintain its pro rata share ownership in Future Fuels;
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Completion of the concurrent financing for minimum gross proceeds of $2-million;
- The approval of the TSX Venture Exchange.
Future Fuels concurrent financing
As a condition to closing of the transaction, Future Fuels will complete a non-brokered private placement of a minimum of eight million units at a price of 25 cents per unit, each unit to consist of one common share and one-half of one warrant of Future Fuels. Each whole warrant will entitle the holder to purchase one additional common share of Future Fuels at a price of 40 cents per share for a period of 24 months from the closing of the concurrent financing.
Qualified person statement
The scientific and technical information contained in this news release was reviewed and approved by Dr. Dan Brisbin, PGeo, IsoEnergy's vice-president, exploration, who is a qualified person (as defined in National Instrument 43-101 (Standards of Disclosure for Mineral Projects).
About IsoEnergy Ltd.
IsoEnergy is a leading, globally diversified uranium company with substantial current and historical mineral resources in top uranium mining jurisdictions of Canada, the United States and Australia at varying stages of development, providing near-, medium- and long-term leverage to rising uranium prices.
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