Each Flow-Through Unit consists of one common share in the capital of the Company to be issued on a "flow through" basis pursuant to the Income Tax Act (Canada) and one common share purchase warrant ("Warrant"). Each Warrant entitles its holder to purchase one common share in the capital of the Company at an exercise price of $0.50 per share for a period of 24 months from the date of issue. Together with the first tranche of the Private Placement that closed on August 29, 2025, the Company has issued a total of 772,946 traditional flow through units, 5,768,824 SK Flow Through Units and 3,041,295 NT Flow Through Units for aggregate gross proceeds of $6,000,137.79.
In connection with the closing of the final tranche of the Private Placement, the Company paid Ventum Financial Corp., Stephen Avenue Securities Inc., and Canaccord Genuity Corp. finders' fees consisting of, in aggregate, $106,662.14 in cash and 264,111 non-transferable compensation warrants. Each compensation warrant entitles its holder to purchase one common share in the capital of the Company at an exercise price of $0.50 per share for a period of 24 months from the closing date.
The proceeds of the Private Placement will be used for the exploration and advancement of the Company's projects in the Athabasca Basin, Saskatchewan. All securities issued in connection with the closing of the final tranche of the Private Placement are subject to a four-month hold period pursuant to the applicable securities laws with an expiry date of January 6, 2026. The closing is subject to final acceptance by TSX Venture Exchange of the Private Placement.
In connection with the Private Placement, IsoEnergy Ltd. (TSX: ISO) (OTCQX: ISENF) ("IsoEnergy") acquired 2,531,646 SK Flow Through Units. Acquisition of the SK Flow Through Units by IsoEnergy is considered a "related party transaction" pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). IsoEnergy is considered a related party of the Company under MI 61-101 by virtue of holding 10.6% of the issued and outstanding common shares of the Company on a non-diluted basis prior to its participation in the Private Placement. The Company was exempt from the requirements to obtain a formal valuation or minority shareholder approval in connection with IsoEnergy's participation in the Private Placement in reliance of sections 5.5(a) and 5.7(1)(a) of MI 61-101. A material change report will be filed in connection with the participation of IsoEnergy in the Private Placement less than 21 days in advance of the closing of the Private Placement, which the Company deemed reasonable in the circumstances so as to be able to avail itself of potential financing opportunities and complete the Private Placement in an expeditious manner.
Following completion of the Private Placement, IsoEnergy owns an aggregate of 9,864,980 Common Shares and 5,864,980 Warrants, representing approximately 12.57% of Purepoint's issued and outstanding Common Shares on a non-diluted basis, and approximately 18.65% of Purepoint's issued and outstanding Common Shares on a partially diluted basis, assuming full exercise of the Warrants held by IsoEnergy. While IsoEnergy currently has no plans or intentions with respect to the Purepoint securities, IsoEnergy may develop such plans or intentions in the future and, at such time, may from time to time acquire additional securities, dispose of some or all of the existing or additional securities or may continue to hold the Common Shares, Warrants or other securities of Purepoint based on market conditions, general economic and industry conditions, trading prices of Purepoint's securities, Purepoint's business, financial condition and prospects and/or other relevant factors. A copy of the early warning report filed by IsoEnergy will be available under Purepoint's profile on SEDAR+ at www.sedarplus.ca or by contacting Graham du Preez, Chief Financial Officer of IsoEnergy, at 306-373-6399. IsoEnergy's head office is located at 217 Queen St. West, Suite 401, Toronto, Ontario, M5V 0R2.
About Purepoint
Purepoint Uranium Group Inc. (TSXV: PTU,OTC:PTUUF) (OTCQB: PTUUF) is a focused explorer with a dynamic portfolio of advanced projects within the renowned Athabasca Basin in Canada. Highly prospective uranium projects are actively operated on behalf of partnerships with industry leaders including Cameco Corporation, Orano Canada Inc. and IsoEnergy Ltd.
Additionally, the Company holds a promising VHMS project currently optioned to and strategically positioned adjacent to and on trend with Foran Corporation's McIlvena Bay project. Through a robust and proactive exploration strategy, Purepoint is solidifying its position as a leading explorer in one of the globe's most significant uranium districts.
For additional information please visit our new website at https://purepoint.ca, our Twitter feed: @PurepointU3O8 or our LinkedIn page @Purepoint-Uranium.
Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this Press release.
Disclosure regarding forward-looking statements
This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. "Forward-looking information" includes, but is not limited to, statements with respect to the activities, events or developments that the Company expects or anticipates will or may occur in the future, including the Company's anticipated use of proceeds from the Private Placement. Generally, but not always, forward-looking information and statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or the negative connotation thereof 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" or the negative connotation thereof.
Such forward-looking information and statements are based on numerous assumptions, including among others, that the Company's planned exploration activities will be completed in a timely manner, the Company will use the proceeds of the Private Placement as anticipated, and the Company will receive final regulatory approval with respect to the Private Placement. Although the assumptions made by the Company in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate. Important factors that could cause actual results to differ materially from the Company's plans or expectations include the risk that the Company may not use the proceeds of the Private Placement as anticipated, the risk that the Company may not receive final regulatory approval with respect to the Private Placement, the risk relating to the tax treatment of flow-through shares, the risk relating to the actual results of current exploration activities, fluctuating uranium prices, possibility of equipment breakdowns and delays, exploration cost overruns, general economic, market or business conditions, regulatory changes, timeliness of government or regulatory approvals and other risks detailed from time to time in the filings made by the Company with securities regulators.
Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by 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 forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation.
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