BULLETIN V2023-0196
ISOENERGY LTD. ("ISO")
BULLETIN TYPE: Plan of Arrangement-, Private Placement Brokered
BULLETIN DATE: December 7, 2023
TSX Venture Tier 2 Company
Plan of Arrangement:
TSX Venture Exchange has accepted for filing documentation pertaining to an arm's length arrangement agreement dated September 27, 2023 (the "Arrangement Agreement") between IsoEnergy Ltd. ("IsoEnergy") and Consolidated Uranium Inc. ("Consolidated Uranium"). On December 5, 2023, pursuant to the terms of the Arrangement Agreement and a court-approved plan of arrangement (the "Plan of Arrangement") under the Business Corporations Act (Ontario), IsoEnergy completed the acquisition of all of the issued and outstanding common shares of Consolidated Uranium (the "Arrangement").
Under the Arrangement, former Consolidated shareholders received 0.5 of an IsoEnergy common share for each Consolidated Uranium share held.
Consolidated Uranium shareholders approved the Arrangement on November 28, 2023 at a special meeting of shareholders. The Ontario Superior Court of Justice Commercial List approved the Plan of Arrangement on November 30, 2023 and the Arrangement closed on December 5, 2023.
For more details, please refer to IsoEnergy's news releases dated September 27, 2023, December 1, 2023 and December 5, 2023, each of which is available on SEDAR+.
Private Placement:
TSX Venture Exchange has accepted for filing documentation with respect to a Brokered Private Placement announced on September 27, 2023, and September 29, 2023. The private placement raised gross proceeds of $36,605,250 through the issuance of 8,134,500 subscription receipts (each, a "Subscription Receipt") at a price of $4.50 per Subscription Receipt. Each Subscription Receipt automatically converted into one common share in connection with the closing of the Arrangement. The following common shares have been issued:
Number of Shares: 8,134,500 shares
Purchase Price: $4.50 per share
Number of Placees: 10 placees
Insider / Pro Group Participation:
Placees # of Placee (s) Aggregate # of Shares
Aggregate Existing Insider Involvement: 1 3,333,350
Aggregate Pro Group Involvement: N/A N/A
Agent's Fee: Canaccord Genuity Corp- $175,954.27 cash
TD Securities Inc. - $117,302.85 cash
Eight Capital - $117,302.85 cash
Haywood Securities Inc. - $36,657.14 cash
Red Cloud Securities Inc. - $36,657.14 cash
Cormark Securities Inc.- $20,528 cash
Paradigm Capital Inc.- $20,528 cash
PI Financial Corp.- $20,528 cash
Raymond James Ltd.- $20,528 cash
SCP Resource Financial LP - $20,528 cash
The Company issued news releases dated October 19, 2023 and December 5, 2023, confirming the closing the private placement.
Additional Information:
Please see elsewhere in today's TSX Venture Exchange bulletins for information regarding the implications of the Arrangement for Consolidated Uranium.
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