Courtesy of finance.yahoo.com
https://finance.yahoo.com/news/atha-energy-acquire-latitude-uranium-120000487.html?guccounter=1
ATHA Energy to Acquire Latitude Uranium and 92 Energy to Create a Leading Canadian Uranium Exploration Company
Latitude Uranium Inc.
Thu, December 7, 2023 at 10:30 PM GMT+10:30·16 min read
In this article:
Latitude Uranium Inc.
TORONTO, Dec. 07, 2023 (GLOBE NEWSWIRE) -- Latitude Uranium Inc. (“Latitude Uranium” or “LUR&rdquo(CSE: LUR) (OTCQB: LURAF) (FRA: EI1) is pleased to announced that today it has entered into a definitive arrangement agreement (the “Arrangement Agreement&rdquo
with ATHA Energy Corp. (CSE: SASK) (OTCQB: SASKF) (FRA: X5U) (“ATHA&rdquo
pursuant to which ATHA will acquire all of the issued and outstanding common shares of Latitude (the “Latitude Shares&rdquo
by way of a court-approved plan of arrangement under the Business Corporations Act (Ontario) (the “Arrangement&rdquo
.
Under the terms of the Latitude Arrangement, Latitude shareholders (the “Latitude Shareholders&rdquowill receive 0.2769 of a common share of ATHA (each whole share, an “ATHA Share&rdquo
for each Latitude Share held (the “Latitude Exchange Ratio&rdquo
. The Latitude Exchange Ratio was determined giving consideration to recent average trading prices for each of Latitude and ATHA. Based upon ATHA’s reference price of C$1.00, the implied consideration per Latitude Share is C$0.28, representing a 68% premium to Latitude’s closing price on December 6, 2023.
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ATHA has also entered into a binding scheme implementation deed (the “92E SID&rdquowith 92 Energy Limited (ASX: 92E) (“92E&rdquo
pursuant to which ATHA will acquire all of the issued and outstanding common shares of 92E (the “92E Shares&rdquo
by way of a scheme of arrangement pursuant to Part 5.1 of the Australian Corporations Act 2001 (Cth) (the “92E Scheme”, together with the Arrangement, the “Transactions&rdquo
. ATHA has also announced its intention to complete one or more financings to raise up to $14 million concurrent with the completion of the Transactions (the “Concurrent Financing&rdquo
.
Assuming the completion of both the Arrangement and the 92E Scheme, but before giving effect to the Concurrent Financing (see ATHA’s press release dated December 7, 2023), the implied market value of pro forma ATHA (the “Company&rdquois expected to be approximately $267 million with existing shareholders of ATHA, Latitude Uranium and 92E owning approximately 49.25%, 25.37% and 25.38% of the Company, respectively.1
The Company’s board of directors (the “Company Board&rdquowill consist of up to six directors, four of whom will be selected by ATHA from the existing ATHA directors, one of whom will be selected by Latitude Uranium from the existing Latitude Uranium directors, and one of whom will be selected by 92E from the existing 92E directors.
Strategic Rationale for the Transaction:
Largest Exploration Portfolio in Canada: The Company is expected to provide shareholders with exposure to 7.1 million acres of exploration acreage spread across Canada’s top three uranium jurisdictions, including the largest holdings in both the Athabasca Basin (Saskatchewan) and Thelon Basin (Nunavut) – two of the highest-grade uranium districts in the world.
Historical Resources with Expansion Potential: The Company will hold two projects with significant expansion potential with historical mineral resource estimates of:
2.8 million tons at 0.69% U3O8 containing 43.3 million lbs of U3O8 Inferred at the Angilak Deposit in Nunavut2
14.7 million tons at 0.03% U3O8 containing 5.2 million lbs of U3O8 Indicated and 28.3 million tons at 0.03% U3O8 containing 4.4 million lbs of U3O8 Inferred at Moran Lake3 and 5.1 million tons at 0.04% U3O8 containing 4.9 million lbs of U3O8 Inferred at Anna Lake4, both in the Central Mineral Belt (“CMB&rdquoof Labrador
Provides Exposure to a Recent Discovery Along a Mineralized Trend: The Gemini discovery in the Athabasca Basin is a high grade, basement hosted discovery along a mineralized trend with significant potential for additional discoveries along an underexplored corridor.
Robust Pipeline of Exploration Catalysts: The planned 2024 exploration program is expected to include: Post-discovery corridor expansion geophysics and drilling, greenfield exploration programs and results from NexGen Energy’s summer 2023 drilling program on areas including ATHA’s 10% carried interest, which constitutes NexGen Energy’s largest exploration program since the discovery of the Arrow deposit.
Strong Balance Sheet to Execute on Growth Initiatives: With no debt and a forecast cash balance of over $55 million5 on completion of the Transactions and Concurrent Financing, the Company’s exploration activities are expected to be fully funded well into 2025.
Exceptional Leadership Team: The amalgamated board and management team of the Company have decades of experience, with a demonstrated track record in all facets of uranium exploration, development operations, and capital formation needed to drive growth in uranium resources and build shareholder value.
Strengthened Capital Markets Profile: Significantly larger market capitalization of the Company is expected to improve liquidity and attract increased institutional investor interest.
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