AZARGA URANIUM CORP. (TSX:AZZ)(FRANKFURT:P8AA)(OTC PINK:PWURF)(“Azarga Uranium” or the “Company”) announces that it intends to issue 5,800,000 units (each, a “Unit”) at a price of $0.26 per Unit to raise proceeds of $1.5 million through a non-brokered private placement (“the Financing”).
The Company intends to use the proceeds of the Financing to continue to advance the Dewey Burdock in-situ recovery uranium project (“Dewey Burdock”) towards construction, to identify additional uranium resources at Dewey Burdock through the analysis of historical data and for general working capital purposes.
Each Unit consists of one common share of the Company (each, a “Share”) and one-half of one Share purchase warrant (each whole warrant, a “Warrant”). One Warrant entitles the holder thereof to purchase one Share of the Company at a price of $0.36 per Share for a period of three years from the closing of the Financing. The Shares issued in connection with the Financing will be subject to a four-month and a day hold period. In addition, the Financing is subject to the approval of the Toronto Stock Exchange. Finder’s fees will be payable on a portion of the Financing.
Certain insiders of the Company (the “Purchasing Insiders”) are expected to purchase Units pursuant to the Financing. Pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”), a purchase by the Purchasing Insiders would be a “related party transaction”. The Company is exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with the Financing in reliance on sections 5.5(a) and 5.7(a), respectively, of MI 61-101, as neither the fair market value of the securities received by such parties nor the proceeds for such securities received by the Company exceeds 25% of the Company’s market capitalization as calculated in accordance with MI 61-101.
About Azarga Uranium Corp.
Azarga Uranium is an integrated uranium exploration and development company that controls six uranium projects, deposits and prospects in the United States of America (South Dakota, Wyoming and Colorado) and the Kyrgyz Republic. The Dewey Burdock in-situ recovery uranium project in South Dakota (the “Project”), which is the Company’s initial development priority, has received its Nuclear Regulatory Commission License and draft Class III and Class V Underground Injection Control (“UIC”) permits from the Environmental Protection Agency (“EPA”) and the Company is in the process of completing other major regulatory permit approvals necessary for the construction of the Project, including the final Class III and Class V UIC permits from the EPA.
For more information please visit www.azargauranium.com.
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Disclaimer for Forward-Looking Information
Certain statements in this news release are forward-looking statements, which reflect the expectations of management regarding its disclosure and amendments thereto. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such statements may include, but are not limited to, statements with respect to the Company’s continued efforts to obtain all major regulatory permit approvals necessary for the construction of the Project, including the final Class III and Class V UIC permits from the EPA, the Company’s ability to raise $1.5 million through the Financing, the use of proceeds of the Financing, the Company’s ability to obtain approval of the Financing from the Toronto Stock Exchange, finder’s fees being payable on a portion of the Financing and certain insiders are expected to purchase Units pursuant to the Financing. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. These forward-looking statements reflect management’s current views and are based on certain expectations, estimates and assumptions, which may prove to be incorrect. A number of risks and uncertainties could cause our actual results to differ materially from those expressed or implied by the forward-looking statements, including without limitation: (1) the risk that the Company does not obtain all major regulatory permit approvals necessary for construction of the Project, including the final Class III and Class V UIC permits from the EPA, (2) the risk that the Company is not able to raise $1.5 million through the Financing, (3) the risk that the use of proceeds of the Financing differs from their intended use, (4) the risk that the Company does not receive approval from the Toronto Stock Exchange for the Financing, (5) the risk that finder’s fees may not be payable on a portion of the Financing, (6) the risk that certain insiders do not purchase Units pursuant to the Financing, (7) the risk that such statements may prove to be inaccurate and (8) other factors beyond the Company’s control. These forward-looking statements are made as of the date of this news release and, except as required by applicable securities laws, the Company assumes no obligation to update these forward-looking statements, or to update the reasons why actual results differed from those projected in the forward-looking statements. Additional information about these and other assumptions, risks and uncertainties are set out in the “Risks and Uncertainties” section in the Company’s most recent MD&A filed with Canadian security regulators.
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