TORONTO, Dec. 3, 2024
/CNW/ - IsoEnergy Ltd. ("IsoEnergy") (TSX: ISO)
(OTCQX: ISENF) is pleased to announce shareholders of the company
(the "Shareholders") have overwhelmingly approved two
resolutions at the Special Meeting of Shareholders (the
"Meeting") held today. These include the ordinary resolution
(the "Share Issuance Resolution") to approve the share
issuance in connection with the previously announced arrangement
(the "Arrangement") involving IsoEnergy and Anfield Energy
Corp. ("Anfield") and the
special resolution (the "Share Consolidation Resolution")
approving the discretionary consolidation of IsoEnergy shares.
The Share Issuance Resolution was required to be approved by a
simple majority of the votes cast by Shareholders virtually in
person or represented by proxy at the Meeting and the Share
Consolidation Resolution was required to be approved by at least
two-thirds (66 2/3%) of the votes cast by Shareholders virtually in
person or represented by proxy at the Meeting.
A total of 116,633,626 Common Shares, representing approximately
65.23% of votes entitled to be cast at the Meeting, were
represented in person or by proxy at the Meeting. Approximately
99.56% of the votes eligible to be cast were voted in favour of the
Share Issuance Resolution and 99.19% in favour of the Share
Consolidation Resolution. The report of voting results will be made
available under IsoEnergy's profile on SEDAR+ at
www.sedarplus.ca.
In addition to the approval by IsoEnergy Shareholders,
Anfield shareholders approved the
Arrangement at its special meeting today. Anfield will seek a final order approving the
Arrangement from the Supreme Court of British Columbia on December 6, 2024. Closing of the Arrangement
remains subject to satisfaction of certain customary closing
conditions, including receipt of final court and stock exchange
approvals. Subject to the satisfaction of these closing conditions,
the parties currently expect to complete the Arrangement in
December 2024.
IsoEnergy is also pleased to announce that the parties have
received written notice from the Committee on Foreign Investment in
the United States that it has
concluded its review of the Arrangement and determined that there
are no unresolved national security concerns with respect to the
Arrangement.
Further details regarding the Arrangement, including the
principal closing conditions and the anticipated benefits for
Shareholders, can be found in the Company's management proxy
circular dated October 31, 2024, in
respect of the Meeting, which can be found under the Company's
SEDAR+ profile at www.sedarplus.ca.
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 the Arrangement, including
statements with respect to the consummation of the Arrangement and
the timing thereof; satisfaction of conditions to closing of
the Arrangement, including receipt of final court and stock
exchange approvals; and any other activities, events or
developments that the companies expect or anticipate will or may
occur in the future.
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 that IsoEnergy and Anfield will complete the Arrangement in
accordance with, and on the timeline contemplated by the terms and
conditions of the relevant agreements; that the parties will
receive the required court and stock exchange approvals and will
satisfy, in a timely manner, the other conditions to the closing of
the Arrangement; and that general business and economic
conditions will not change in a material adverse manner.
Although IsoEnergy has 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 IsoEnergy with
respect to future events and are necessarily based upon a number of
assumptions and estimates that, while considered reasonable by
IsoEnergy, 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: the inability of IsoEnergy and
Anfield to complete the
Arrangement; a material adverse change in the timing of and the
terms and conditions upon which the Arrangemen tis completed; the
inability to satisfy or waive all conditions to closing the
Arrangement; the failure to obtain shareholder, regulatory, court
or stock exchange approvals in connection with the Arrangement;
unanticipated changes in market price for IsoEnergy Shares and/or
Anfield shares; changes to
IsoEnergy's and/or Anfield's
current and future business plans and the strategic alternatives
available thereto; growth prospects and outlook of Anfield's business; regulatory determinations
and delays; stock market conditions generally; demand, supply and
pricing for uranium; and general economic and political conditions
in Canada, the United States and other jurisdictions
where the applicable party conducts business. Other factors which
could materially affect such forward-looking information are
described in the risk factors in IsoEnergy's most recent annual
information form, the Circular and IsoEnergy's other filings with
the Canadian securities regulators which are available,
respectively, on each company's profile on SEDAR+ at
www.sedarplus.ca. IsoEnergy does not undertake to update any
forward-looking information, except in accordance with applicable
securities laws.
View original content to download
multimedia:https://www.prnewswire.com/news-releases/isoenergy-announces-voting-results-from-special-meeting-302321595.html
SOURCE IsoEnergy Ltd.