” We’re happy to announce a transformative transaction with Denison, a transparent chief within the uranium sector. Uranium costs have seen vital power in recent times pushed by the worldwide demand for clear vitality, which has been bolstered by supportive authorities insurance policies and geopolitical occasions underscoring the necessity for dependable western uranium provide. The Athabasca Basin is acknowledged as one of many world’s main uranium jurisdictions, with quite a few producing mines and high-profile improvement tasks. This collaboration will advance vital near-term exploration and improvement efforts throughout quite a few high-quality exploration tasks to maximise the properties’ potential for the good thing about each Foremost and Denison shareholders,” acknowledged Foremost’s President and CEO, Jason Barnard. Additional, Barnard added, “On behalf of your complete group, I would prefer to warmly welcome David Cates to our Board. As Denison’s present President and CEO, Mr. Cates might be a useful member including his intensive expertise and a confirmed monitor report within the Canadian uranium mining house. As a junior explorer, having the help of Mr. Cates and Denison will present Foremost a aggressive benefit. We’re assured that Foremost is getting into a brand new chapter of development, and enhanced outcomes, for the good thing about each firms’ shareholders. We sit up for working with Mr. Cates as we steer and help our Firm’s enlargement in direction of its objective of being a brand new main uranium explorer within the Athabasca Basin .”
David Cates, President and CEO, commented, ” Denison is happy to work with Foremost to reinforce the potential for discovery on a superb portfolio of uranium exploration properties that will in any other case obtain little consideration from Denison with our present concentrate on improvement and mining stage tasks. We’re impressed with Foremost’s management group and technical capabilities and are excited to see high-potential exploration work being carried out on these properties within the coming years.”
Transformational Transaction Overlaying Excessive-Potential Uranium Properties
The challenge portfolio topic to the Choice Settlement consists of 10 properties comprised of 45 claims masking an combination space of 332,378 acres (134,509 hectares) throughout the Athabasca Basin area of northern Saskatchewan (the ” Exploration Properties “), which is understood for its prolific historical past of enormous high-grade uranium discoveries and working mines—at the moment producing ~20% of the world’s major uranium provide 1 . Most of the Exploration Properties are proximal to among the world’s highest-profile uranium operations, such because the McClean Lake mill and Cigar Lake mine, and include tasks at totally different levels of exploration, from grassroots exploration to these with vital historic exploration and drill-ready exploration targets.
Usually, probably the most potential exploration floor within the japanese portion of the Athabasca Basin is proximal to the Wollaston-Mudjatik Transition Zone (” WMTZ” ) and has already been staked by current uranium producers, builders, and explorers. As illustrated in Determine 1 under, the Transaction gives Foremost a singular alternative to accumulate a sizeable portfolio of well-situated properties (together with a number of located alongside the WMTZ) to facilitate a pivot in direction of a future concentrate on uranium exploration in a prime jurisdiction.
Determine 1. Detailed Map of Exploration Properties being Acquired by Foremost
Jap Properties
Seven (7) of the Exploration Properties are located throughout the Jap portion of the Athabasca Basin area, in proximity to vital current regional infrastructure, together with: Murphy Lake South, Hatchet Lake, Turkey Lake, Torwalt Lake, Marten, Wolverine and Epp Lake (collectively, the ” Jap Properties “). A number of of the Jap Properties host beforehand recognized uranium mineralization in geological settings much like different identified uranium discoveries. Historic drilling has centered totally on unconformity targets, which supplies Foremost additional alternative for continued exploration of potential basement model mineralization. Hatchet Lake is at the moment present process an lively summer season drilling and analysis program, whereas a number of of the tasks comprise drill-ready targets from beforehand carried out exploration applications. The Jap Properties are highlighted by the next tasks:
- Murphy Lake South : conductive corridors that host vital high-grade uranium mineralization could prolong onto the property; unconformity depth of ~350m
- Hatchet Lake : historic mineralization has been recognized alongside the Richardson development; uranium and base steel enrichment has additionally been encountered on the property with untested areas recognized for comply with up
- Torwalt Lake: Adjoining to the McClean Lake Operation and inside 5km of a number of uranium deposits; potential to determine Key Lake or Collins Bay analogues
Blue Sky Properties
Three (3) of the Exploration Properties are situated within the northwestern portion of the Athabasca Basin area (the ” Blue Sky Properties “), representing an space of comparative under-exploration and excessive potential for brand spanking new discovery, together with Blackwing, GR and CLK, which embody ~250,000 acres (101,634 hectares). These three tasks are nearly unexplored. Holes drilled to this point at CLK have intersected uranium mineralization, and regional geological surveys compiled by the Authorities of Saskatchewan point out the potential for beneficial geological settings for uranium mineralization at every property. The Blue Sky Properties are highlighted by the next:
- Blackwing and GR : each tasks are located on regional buildings; Black Bay Fault and Grease River Shear – the Black Bay Fault hosts a number of Beaverlodge-style deposits within the Uranium Metropolis space
- CLK : solely two historic drill holes are identified to have been accomplished on the property, every of which intersected uranium mineralization, together with CLG-D1 (as much as 8,600 ppm U) and CLG-D5 (as much as 510 ppm U)
Collaboration with Denison
Denison (TSX: DML) (NYSE American: DNN) is a number one Athabasca Basin-focused uranium mining, improvement, and exploration firm. Denison’s present focus is advancing the Wheeler River challenge, which represents the most important undeveloped uranium mining challenge within the infrastructure wealthy japanese portion of the Athabasca Basin. Denison has a big group of technical specialists primarily based in its workplace in Saskatoon, Saskatchewan, and this best-in-class group is good for supporting Foremost with its technical, working and company initiatives. Upon completion of Part 1 of the Choice Settlement, Denison would be the largest shareholder of Foremost, holding ~19.95% of the shares excellent and can retain an possession curiosity within the Exploration Properties. Moreover, David Cates, President and CEO of Denison, is predicted to hitch Foremost’s Board of Administrators.
Foremost expects to behave as challenge operator in the course of the time period of the Choice Settlement and can conduct the exploration applications with its geological group led by Dahrouge Geological Consulting, underneath the steerage of Jody Dahrouge. Mr. Dahrouge has a protracted historical past of uranium exploration and discovery, which incorporates the technology of a number of tasks on behalf of Strathmore Minerals Corp. and its successors, together with the J Zone (now the Tthe Heldeth Túé deposit) on the Waterbury Lake property, the JR Zone on the Patterson Lake North property and the Triple R Zone on the Patterson Lake South property. As a previous President and COO of Fission Power Corp. (” Fission Power “), Jody performed a key position within the acquisition and exploration of Fission Power’s exploration property portfolio, which culminated with the eventual acquisition of Fission Power by Denison in 2013.
Key Phrases of the Transaction
Beneath the phrases of the Choice Settlement, Foremost could purchase as much as 70% of Denison’s curiosity within the Exploration Properties. Denison at the moment has 100% possession in the entire properties apart from Hatchet Lake, the place Denison at the moment owns 70.15%, topic to a three way partnership with Eros Sources Corp. Within the case of Hatchet Lake, Foremost could earn as much as a 51% curiosity within the three way partnership, representing barely over 70% of Denison’s present possession curiosity. The Choice Settlement outlines three (3) phases, as summarized under:
| Part 1: | To earn an preliminary 20% curiosity within the Exploration Properties (14.03% for Hatchet Lake), on or earlier than October 7, 2024 (the ” Efficient Date “), Foremost’s obligations embrace:
|
| Part 2: | To earn an extra 31% curiosity within the Exploration Properties (21.75% for Hatchet Lake), on or earlier than 36 months following the Efficient Date, Foremost’s obligations embrace:
If the situations of Part 2 will not be happy, Foremost shall forfeit its pursuits in and rights to the Exploration Properties. |
| Part 3: | To earn an extra 19% curiosity within the Exploration Properties (15.22% for Hatchet Lake), on or earlier than 36 months following the profitable completion of Part 2, Foremost’s obligations embrace:
If the situations of Part 3 will not be happy, Foremost shall forfeit a portion of its pursuits in and rights to the Exploration Properties such that Denison’s pursuits within the Exploration Properties might be elevated to 51% and operatorship shall revert to Denison. |
Upon the profitable completion of the Choice Settlement, the events would enter into a proper three way partnership settlement in respect of the Exploration Properties the place the preliminary possession pursuits of Foremost and Denison might be decided primarily based on satisfaction of situations pursuant to the Choice Settlement.
Uranium Overview
The worldwide clear vitality transition has elevated the necessity for various gas sources with nuclear energy prevailing as a vital part to fulfill the demand for a inexperienced economic system. ” Market sentiments on uranium are constructive together with fairness markets, and notably look beneficial for uranium builders ” wrote Sehaj Anand, a analysis analyst for FactSet (What’s Driving the Bull Run in Uranium, Might 2024). The commodity value rose above US$100/lb U 3 O 8 final 12 months, the best since 2007, after a decade-long decline from US$143/lb U 3 O 8 to US$18/lb U 3 O 8 and is at the moment sitting at ~US$80/lb U 3 O 8 .
Uranium: Provide vs Demand
The provision facet’s future outlook is forecasted to underserve the demand facet. Among the elements contributing to a rise within the demand for uranium globally embrace: the need to section out dependence on fossil fuels, depressed uranium costs over the previous decade and mine closures and/or disruptions. Commerce sanctions on Russia are affecting enriched uranium provide to the West and civil unrest in Niger have sparked a worldwide urgency to safe dependable sources of uranium.
Determine 2. Uranium Spot Costs Historical past with Key Occasions
Supply: Factset UxC CME
Most not too long ago, uranium producers, builders, and bodily uranium holding firms have continued to purchase bodily uranium, placing an additional pressure on the uranium provide. With the shortage of nuclear gas, there’s a rising sense of urgency to safe ample uranium provide, including extra stress on the general uranium market 2 .
Determine 3. International Uranium Provide and Demand (million kilos U 3 O 8 – per UxC Q3’24)
Be aware: Information on this slide has been derived from UxC’s Uranium Market Outlook dated Q3’2024, together with provide & demand estimates and market steadiness figures. Supply: Denison Investor Presentation – September 2024.
Market Outlook
Nuclear vitality has the bottom carbon footprint for energy technology in comparison with every other supply and is probably the most dependable choice for carbon-free baseload electrical energy technology 3 . On the 2023 United Nations Local weather Change Convention or Convention of the Events of the UNFCCC (extra generally generally known as COP 28), a complete of twenty-two nations agreed to focus on tripling nuclear capability by 2050 as nations concentrate on vitality safety and affordability. The biennial Nuclear Gas Report mentioned demand for uranium is predicted to rise to 83,840 tonnes by 2030 and 130,000 tonnes by 2040, from 65,650 in 2023. 4
Identify Change
With Foremost’s enterprise actions to be centered on exploration efforts to find supply gas for clear vitality options, together with each uranium and lithium, the Board of Administrators have unanimously agreed to alter the Firm’s identify to “Foremost Clear Power Ltd.” Foremost will proceed buying and selling underneath the identical symbols, “FMST” as listed on the Nasdaq, and “FAT” as listed on the CSE, topic in every case to regulatory approval. The CUSIP quantity assigned to the Firm’s shares following the identify change might be CUSIP (34546R100 ) and ISIN ( CA34546R1001 ).
The CSE will publish a bulletin asserting the efficient date of the change in Foremost’s identify. The Firm’s widespread shares are anticipated to begin buying and selling on each the CSE and Nasdaq underneath its new identify and CUSIP quantity at market open on or about Sept 27 , 2024. No motion is required to be taken by shareholders with respect to the identify change. Excellent share certificates will not be affected by the identify change and don’t have to be exchanged.
To see full particulars of the Choice Settlement, Investor Rights Settlement, and different associated paperwork in reference to the Transaction, please check with the Firm’s filings underneath its profile on Sedar+ at www.sedarplus.ca and on Edgar at www.sec.gov/edgar.shtm . The Firm retained an arm’s-length monetary advisor in reference to the Transaction which might be entitled to a transaction price equal to 4% of the anticipated transaction worth, payable in widespread shares following the Efficient Date. As well as, an arm’s-length third get together might be paid a finder’s price equal to eight% of the deemed worth of the share consideration payable to Denison pursuant to the primary section of the Transaction, payable in widespread shares following the Efficient Date. The Transaction, together with the cost of the foregoing charges, and identify change are topic to sure regulatory approvals, together with these of the NASDAQ and the CSE. All Frequent Shares issued pursuant to the Transaction are topic to a maintain interval of 4 months and in the future, in accordance with relevant Canadian Securities Legal guidelines.
About Denison
Denison is a uranium mining, exploration and improvement firm with pursuits centered within the Athabasca Basin area of northern Saskatchewan, Canada. Denison has an efficient 95% curiosity in its flagship Wheeler River Uranium Venture, which is the most important undeveloped uranium challenge within the infrastructure wealthy japanese portion of the Athabasca Basin area of northern Saskatchewan. In mid-2023, the Phoenix FS was accomplished for the Phoenix deposit as an ISR mining operation, and an replace to the beforehand ready 2018 Pre-Feasibility Examine (‘PFS‘) was accomplished for Wheeler River’s Gryphon deposit as a traditional underground mining operation. Primarily based on the respective research, each deposits have the potential to be aggressive with the bottom value uranium mining operations on the planet. Allowing efforts for the deliberate Phoenix ISR operation commenced in 2019 and have superior considerably, with licensing in progress and a draft Environmental Impression Examine (‘EIS’) submitted for regulatory and public evaluation in October 2022.
Denison’s pursuits in Saskatchewan additionally embrace a 22.5% possession curiosity within the McClean Lake Joint Enterprise (‘MLJV’), which incorporates unmined uranium deposits (deliberate for extraction by way of the MLJV’s SABRE mining technique beginning in 2025) and the McClean Lake uranium mill (at the moment using a portion of its licensed capability to course of the ore from the Cigar Lake mine underneath a toll milling settlement), plus a 25.17% curiosity within the Midwest Joint Enterprise (‘MWJV’)’s Midwest Principal and Midwest A deposits, and a 69.44% curiosity within the Tthe Heldeth Túé (‘THT’) and Huskie deposits on the Waterbury Lake Property (‘Waterbury’). The Midwest Principal, Midwest A, THT and Huskie deposits are situated inside 20 kilometres of the McClean Lake mill. Taken collectively, Denison has direct possession pursuits in properties masking ~384,000 hectares within the Athabasca Basin area.
Moreover, by means of its 50% possession of JCU (Canada) Exploration Firm, Restricted (‘JCU’), Denison holds pursuits in varied uranium challenge joint ventures in Canada, together with the Millennium challenge (JCU, 30.099%), the Kiggavik challenge (JCU, 33.8118%) and Christie Lake (JCU, 34.4508%).
Denison has a market capitalization of roughly ~$2.1billion (~ US $ 1.6 billion)and its widespread shares are listed on the Toronto Inventory Trade (the ‘TSX’) underneath the image ‘DML’ and on the NYSE American alternate underneath the image ‘DNN’.
Certified Particular person
Technical info on this information launch has been reviewed and authorised by Jody Dahrouge, B.Sc., Sp.C., P. Geo who’s a Certified Particular person as recognized by Canadian Nationwide Instrument 43-101-Requirements of Disclosure for Mineral Tasks and as outlined by the Securities and Trade Fee’s Regulation S-Okay 1300 guidelines for useful resource deposit disclosure.
About Foremost
Foremost (NASDAQ: FMST) (CSE: FAT) (FSE: F0R0) (WKN: A3DCC8), assuming the effectiveness of the Transaction, might be an rising North American uranium exploration firm with pursuits in 10 potential properties spanning over 330,000 acres within the prolific, uranium-rich Athabasca Basin. As world demand for decarbonization accelerates, the necessity for nuclear energy is essential. Foremost expects to be positioned to capitalize on the rising demand for uranium by means of discovery in a prime jurisdiction with the target to help the world’s vitality transition objectives. Alongside its exploration companion Denison, Foremost might be dedicated to a strategic and disciplined exploration technique to determine assets by testing drill–prepared targets with recognized mineralization alongside strike of latest main discoveries.
Foremost additionally maintains a secondary portfolio of serious lithium tasks at totally different levels of improvement spanning over 50,000 acres throughout Manitoba and Quebec. For additional info please go to the corporate’s web site at www.foremostcleanenergy.com .
Contact and Data
Firm
Jason Barnard, President and CEO
+1 (604) 330-8067
data@foremostcleanenergy.com
Investor Relations
Lucas A. Zimmerman
Managing Director
MZ Group – MZ North America
(949) 259-4987
FMST@mzgroup.us
www.mzgroup.us
Observe us or contact us on social media:
Twitter: @[foremostcleanenergy]
Linkedin: https://www.linkedin.com/firm/foremost-lithium-resource-technology
Fb: https://www.fb.com/ForemostLithium
Ahead-Trying Statements
Aside from the statements of historic truth contained herein, the data offered on this information launch and oral statements made infrequently by representatives of the Firm are or could represent “forward-looking statements” as such time period is utilized in relevant United States and Canadian legal guidelines and together with, with out limitation, throughout the which means of the Personal Securities Litigation Reform Act of 1995, for which the Firm claims the safety of the secure harbor for forward-looking statements. These statements relate to analyses and different info which can be primarily based on forecasts of future outcomes, estimates of quantities not but determinable and assumptions of administration. Another statements that specific or contain discussions with respect to predictions, expectations, beliefs, plans, projections, targets, assumptions or future occasions or efficiency (usually, however not all the time, utilizing phrases or phrases reminiscent of “expects” or “doesn’t count on,” “is predicted,” “anticipates” or “doesn’t anticipate,” “plans,” “estimates” or “intends,” or stating that sure actions, occasions or outcomes “could,” “might,” “would,” “would possibly” or “will” be taken, happen or be achieved) will not be statements of historic truth and needs to be seen as forward-looking statements. Such forward-looking statements contain identified and unknown dangers, uncertainties and different elements which can trigger the precise outcomes, efficiency or achievements of the Firm to be materially totally different from any future outcomes, efficiency or achievements expressed or implied by such forward-looking statements. Such dangers and different elements embrace, amongst others, the provision of capital to fund applications and the ensuing dilution brought on by the elevating of capital by means of the sale of shares, continuity of agreements with third events and satisfaction of the situations to the Transaction, dangers and uncertainties related to the atmosphere, delays in acquiring governmental approvals, permits or financing. Though the Firm has tried to determine essential elements that would trigger precise actions, occasions or outcomes to vary materially from these described in forward-looking statements, there could also be different elements that trigger actions, occasions or outcomes to not be as anticipated, estimated or supposed. There may be no assurance that such statements will show to be correct as precise outcomes and future occasions might differ materially from these anticipated in such statements. Though the Firm believes that the expectations mirrored in such forward-looking statements are primarily based upon affordable assumptions, it can provide no assurance that its expectations might be achieved. Ahead-looking info is topic to sure dangers, traits and uncertainties that would trigger precise outcomes to vary materially from these projected. Many of those elements are past the Firm’s capability to regulate or predict. Essential elements which will trigger precise outcomes to vary materially and that would impression the Firm and the statements contained on this information launch may be discovered within the Firm’s filings with the Securities and Trade Fee. The Firm assumes no obligation to replace or complement any forward-looking statements whether or not on account of new info, future occasions or in any other case. Accordingly, readers shouldn’t place undue reliance on forward-looking statements contained on this information launch and in any doc referred to on this information launch. This information launch shall not represent a proposal to promote or the solicitation of a proposal to purchase securities. and knowledge. Please check with the Firm’s most up-to-date filings underneath its profile at on Sedar+ at www.sedarplus.ca and on Edgar at www.sec.gov/edgar.shtm for additional info respecting the dangers affecting the Firm and its enterprise.
The Canadian Securities Trade has neither authorised nor disapproved the contents of this information launch and accepts no accountability for the adequacy or accuracy hereof.
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1 https://investingnews.com/innspired/global-uranium-supply-athabasca-basin/
2 https://perception.factset.com/whats-driving-the-bull-run-in-uranium
3 https://www.vitality.gov/ne/articles/nuclear-power-most-reliable-energy-source-and-its-not-even-close
4 https://www.nucnet.org/information/uranium-demand-expected-to-surge-by-28-by-2030-9-5-2023
Photographs accompanying this announcement can be found at
https://www.globenewswire.com/NewsRoom/AttachmentNg/8ab29c64-9b71-4214-b45c-5bf30775c661
https://www.globenewswire.com/NewsRoom/AttachmentNg/3edf9168-6456-473f-bb42-dd4c2c917b13
https://www.globenewswire.com/NewsRoom/AttachmentNg/03b19377-f5e5-4379-bf49-3567c0ca0c2b
