ATHA Energy Announces Latitude Uranium Obtains Shareholder Approval
for Transaction
ATHA Energy Corp. (
CSE: SASK)
(
FRA: X5U) (
OTCQB: SASKF)
(“
ATHA”) is pleased to announce that shareholders
(“
LUR Shareholders”) of Latitude Uranium Inc.
(CSE: LUR) (OTCQB: LURAF) (“
Latitude”) have
overwhelmingly approved the previously announced arrangement (the
“
Arrangement”) involving ATHA and Latitude at
Latitude’s special meeting (the “
LUR
Meeting”) held on February 27, 2024.
The special resolution approving the Arrangement
(the “Arrangement Resolution”) was required to be
approved by at least two-thirds (66 2/3%) of the votes cast by LUR
Shareholders present virtually or represented by proxy at the LUR
Meeting.
A total of 103,295,471 common shares of LUR,
representing approximately 44.69% of votes entitled to be cast at
the LUR Meeting, were represented by proxy at the LUR Meeting.
Approximately 99.62% of the votes eligible to be cast were voted in
favour of the Arrangement Resolution.
Latitude will seek a final order approving the
Arrangement from the Ontario Superior Court of Justice (Commercial
List) on February 29, 2024. Closing of the Arrangement remains
subject to satisfaction of certain customary closing conditions,
including receipt of final court, stock exchange and regulatory
approvals. Subject to the satisfaction of these closing conditions,
the parties currently expect to complete the Arrangement in early
March 2024.
For additional information on the Arrangement,
please refer to ATHA’s news releases dated December 7, 2023,
January 25, 2024 and February 21, 2024.
About ATHA
ATHA is a mineral exploration company focused on
the acquisition, exploration, and development of mineral resource
properties. ATHA holds the largest cumulative exploration package
in each of the Athabasca Basin and Thelon Basin, two of the world’s
most prominent basins for uranium discoveries, with 6.4 million
total acres along with a 10% carried interest portfolio of
claims in the Athabasca Basin operated by NexGen Energy Ltd. and
Iso Energy Ltd.
For more information visit
www.athaenergy.com.
For more information, please
contact:
Troy BoisjoliChief Executive Officer Email:
info@athaenergy.com1-306-460-5353www.athaenergy.com
Neither the CSE nor its Market Regulator (as
that term is defined in the policies of the CSE) accepts
responsibility for the adequacy or accuracy of this release.
None of the securities to be issued pursuant to
the Arrangement 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 Arrangement 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.
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 Arrangement, the receipt of the
required regulatory, stock exchange, court and other approvals, and
the ability of ATHA and Latitude to successfully close the
Arrangement.
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 Latitude to satisfy
the conditions imposed in connection with the completion of the
Arrangement, completion of the Arrangement, receipt of required
regulatory, court and stock exchange approvals, the ability of ATHA
and Latitude to satisfy, in a timely manner, the other conditions
to the closing of the Arrangement, other expectations and
assumptions concerning the Arrangement, and that general business
and economic conditions will not change in a material adverse
manner. Although each of ATHA and Latitude 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 Latitude with respect to future events and are necessarily
based upon a number of assumptions and estimates that, while
considered reasonable by ATHA and Latitude, 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 Latitude to complete the Arrangement or
satisfy certain conditions precedent thereto; the inability of ATHA
to satisfy all conditions to its proposed listing on the TSX
Venture Exchange; a material adverse change in the timing of any
completion and the terms and conditions upon which the Arrangement
is completed; inability to satisfy or waive all conditions to
closing the Arrangement; the Canadian Securities Exchange and/or
the TSX Venture Exchange not providing approval to the Arrangement
and all required matters related thereto; the inability of the
consolidated entity to realize the benefits anticipated from the
Arrangement and the timing to realize such benefits, including the
exploration and drilling targets; unanticipated changes in market
price for ATHA shares and/or Latitude shares; changes to ATHA’s
and/or Latitude’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 Latitude; treatment
of the Arrangement 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 and Latitude with the Canadian
securities regulators which are available, respectively, on each of
ATHA’s and Latitude’s profiles on SEDAR+ at www.sedarplus.ca.
Neither ATHA nor Latitude undertake to update any forward-looking
information, except in accordance with applicable securities
laws.
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