Global Uranium Corp. (CSE: GURN) (the “Company”) is pleased to announce that it has entered into an asset purchase agreement (“Purchase Agreement”) with Foster Wilson (the “Vendor”) dated June 14, 2024 (the “Effective Date”) pursuant to which the Company has been granted the right to acquire a 100% interest in certain Federal unpatented lode mineral claims and Wyoming State mineral leases (the “Properties”) located in Wyoming, USA. Wyoming has been the leader in uranium mining in the United States since 1995, and has the largest known uranium ore reserves in the country.
Terms of the Transaction
Under the terms of the Purchase Agreement, at closing of the Purchase Agreement, which is expected on or about August 15, 2024, the Company is expected to acquire a 100% interest in the Properties in exchange for the following consideration:
(a) USD$70,000 in cash; and
(b) the issuance to the Vendor of 400,000 common shares in the authorized share structure of the Company (the “Consideration Shares”) subject to the following voluntary resale restriction: one-half of the Consideration Shares being released on the date which is four months following the Effective Date, and the remaining Consideration Shares being released on the date which is eight months following the Effective Date (the “Voluntary Resale Restriction”).
The Consideration Shares issuable at closing of the Purchase Agreement will be subject to a resale restriction of four months and one day in accordance with applicable securities law as well as the above noted Voluntary Resale Restriction.
Wyoming Property Highlights
The Properties are comprised of 122 unpatented lode mineral claims totaling 2,440 acres and 5 Wyoming State Leases for an additional 2,600 acres for a total of 5,040 acres.
Of the 5,040 acre land package, 2,360 acres are within the Gas Hills Uranium District. The Gas Hills Uranium District is Wyoming’s leading uranium mining area, with past production exceeding 100 million pounds of U3O8. Current estimates indicate that the Gas Hills Uranium District still holds over 50 million pounds of recoverable uranium concentrate, classified as either reserves or indicated/inferred resources, according to various resource evaluation methods. Uranium deposits nearby include enCore Energy Corp’s West Unit, Central Unit, South Black Mountain, and Jeep uranium deposits.i
The Company also now controls 1,880 acres in the Great Divide Basin Uranium District. Within the District is Ur-Energy Inc’s (URE) producing Lost Creek ISR uranium processing plant and the 18,000,000 pound U3O8 Lost Creek deposit. Other deposits in the vicinity include Premier American Uranium Corp’s Cyclone deposit, Ur-Energy Corp’s Lost Soldier deposit and Uranium Energy Corp’s Jab, Antelope, Bison Basin and West Alkali Creek uranium deposits.ii
Additionally the Company now controls 800 acres in the Copper Mountain Uranium District which hosts several known uranium deposits and historic uranium mines, including the Arrowhead Mine which produced 500,000 pounds of U3O8.
John Kim, Chief Executive of Global Uranium commented, “Securing these five projects in the uranium-rich region of Wyoming marks a significant milestone for our Company, unlocking tremendous potential and reaffirming our commitment to sustainable energy development and identifying key uranium prospects in North America.”
The Vendor, Foster Wilson, is a director of the Company. As a result, the entering into of the Purchase Agreement and certain of the transactions contemplated thereby are considered to be a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Related Party Transaction (“MI 61-101”). Entering into the Purchase Agreement and the transactions contemplated thereby is however exempt from the formal valuation and minority shareholder approval requirements in sections 5.5(a) and 5.7(1)(a), as neither the fair market value of the subject matter of the transactions, nor the fair market value of the consideration for those transactions, insofar as it involves interested parties, exceeds 25% of the Company’s market capitalization as calculated in accordance with MI 61-101.
The terms of the Purchase Agreement were settled through arm’s length negotiations between the independent directors of the Company and the Vendor, with each separately represented by legal counsel. The entering into of the Purchase Agreement and the transactions contemplated thereby was considered and unanimously recommended to the Company’s board of directors by the independent members of the Company’s board of directors, and, upon such recommendation, the board of directors unanimously approved the transaction with Foster Wilson declaring his interest and recusing himself from any deliberations or voting on the transactions.
The Company did not file a material change report 21 days in advance of implementing the transactions as the negotiations were only recently concluded.
