VANCOUVER, British Columbia, March 25, 2024 (GLOBE NEWSWIRE) -- ATHA Energy Corp. (TSXV: SASK) (FRA: X5U) (OTCQB: SASKF) ("ATHA") is pleased to announce that shareholders ("92 Energy Shareholders") of 92 Energy Limited (ASX: 92E) ("92 Energy") have voted in favour of the previously announced Australian scheme (the "Scheme") involving ATHA and 92 Energy at 92 Energy's meeting of 92 Energy Shareholders.
In accordance with Listing Rule 3.13.2 of the Australia Securities Exchange (the "ASX") and section 251AA of the Corporations Act 2001 (Cth), 92 Energy advises that the resolution to approve the Scheme as set out in the notice of meeting included as Annexure D of the scheme booklet released on the ASX on 21 February 2024 was passed by the requisite majorities of 92 Energy Shareholders.
In summary:
Although 92 Energy Shareholder approval has been obtained, the Scheme remains subject to a number of customary conditions detailed in the amended and restated scheme implementation deed dated January 25, 2024, between ATHA and 92 Energy, including, without limitation, final approval of the Federal Court of Australia, final approval of the TSX Venture Exchange (the "TSXV"), and other customary closing conditions.
Subject to these remaining conditions being satisfied or waived (where applicable), implementation of the Scheme is expected to occur on or about Thursday, 11 April 2024 (Australia Time).
For additional information on the Scheme, please refer to ATHA's news releases dated December 7, 2023, and January 25, 2024.
About ATHA
ATHA is a Canadian mineral company engaged in the acquisition, exploration, and development of uranium assets in the pursuit of a clean energy future. With a strategically balanced portfolio including two 100%-owned post discovery uranium projects (the Angilak Deposit located in Nunavut and CMB Discoveries in Labrador hosting historical resource estimates of 43.3 million lbs and 14.5 million lbs U3O8 respectively) and the largest cumulative prospective exploration land package (6.5 million acres) in two of the world's most prominent basins for uranium discoveries, ATHA is well positioned to drive value. ATHA also holds a 10% carried interest in key Athabasca Basin exploration projects operated by NexGen Energy Ltd. and IsoEnergy Ltd. 1,2,3
For more information visit www.athaenergy.com.
For more information, please contact:
Troy Boisjoli
Chief Executive Officer
Email: [email protected]
www.athaenergy.com
Neither the TSXV nor its Market Regulator (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
None of the securities to be issued pursuant to the Scheme have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issuable in the Scheme are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.
Historical Mineral Resource Estimates
All mineral resources estimates presented in this news release are considered to be "historical estimates" as defined under NI 43-101, and have been derived from the following (See notes below). In each instance, the historical estimate is reported using the categories of mineral resources and mineral reserves as defined by the CIM Definition Standards for Mineral Reserves, and mineral reserves at that time, and these "historical estimates" are not considered by ATHA to be current. In each instance, the reliability of the historical estimate is considered reasonable, but a Qualified Person has not done sufficient work to classify the historical estimate as a current mineral resource, and ATHA is not treating the historical estimate as a current mineral resource. The historical information provides an indication of the exploration potential of the properties but may not be representative of expected results.
Notes on the Historical Mineral Resource Estimate for the Angilak Deposit:
Cautionary Statement Regarding Forward-Looking Information
This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". These forward-looking statements or information may relate to, among other things, the Scheme, the receipt of the required regulatory, stock exchange, court and other approvals, and the ability of ATHA and 92 Energy to successfully close the Scheme and the timing for same.
Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance, or achievements to be materially different from those expressed or implied by forward-looking statements. Such assumptions include, but are not limited to, assumptions regarding the ability of ATHA and 92 Energy to satisfy the conditions imposed in connection with the completion of the Scheme, completion of the Scheme, receipt of required regulatory, court and stock exchange approvals, the ability of ATHA and 92 Energy to satisfy, in a timely manner, the other conditions to the closing of the Scheme, other expectations and assumptions concerning the Scheme, and that general business and economic conditions will not change in a material adverse manner. Although each of ATHA and 92 Energy have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated, or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.
Such statements represent the current views of ATHA and 92 Energy with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by ATHA and 92 Energy, are inherently subject to significant business, economic, competitive, political, and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: inability of ATHA and 92 Energy to complete the Scheme or satisfy certain conditions precedent thereto; a material adverse change in the timing of any completion and the terms and conditions upon which the Scheme is completed; inability to satisfy or waive all conditions to closing the Scheme; the TSXV not providing approval to the Scheme and all required matters related thereto; the inability of the consolidated entity to realize the benefits anticipated from the Scheme and the timing to realize such benefits, including the exploration and drilling targets; unanticipated changes in market price for ATHA shares and/or 92 Energy shares; changes to ATHA's and/or 92 Energy's current and future business and exploration plans and the strategic alternatives available thereto; growth prospects and outlook of the business of each of ATHA and 92 Energy; treatment of the Scheme under applicable competition laws and the Investment Canada Act; regulatory determinations and delays; any impacts of COVID-19 on the business of the consolidated entity and the ability to advance its projects; stock market conditions generally; demand, supply and pricing for uranium; and general economic and political conditions in Canada and other jurisdictions where the applicable party conducts business. Other factors which could materially affect such forward-looking information are described in the filings of ATHA with the Canadian securities regulators which are available on ATHA's profile on SEDAR+ at www.sedarplus.ca, and filings of 92 Energy with the Australian regulatory authorities. Neither ATHA nor 92 Energy undertake to update any forward-looking information, except in accordance with applicable securities laws.
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