ATHA Energy Announces Proposed Option Agreements with Terra Uranium
for Spire, Horizon, and Pasfield Projects
VANCOUVER, British Columbia, Aug. 20, 2024
(GLOBE NEWSWIRE) -- ATHA Energy Corp.
(TSXV: SASK) (FRA: X5U)
(OTCQB: SASKF) (“ATHA”) is
pleased to announce that it has entered into a non-binding letter
of intent (the “LOI”) with Terra Uranium Ltd.
(ASX: T92) (“T92”), whereby the
parties will work to negotiate a definitive option and joint
venture agreement for T92 to earn an option to acquire a 70%
interest in ATHA’s Spire and Horizon properties (together, the
“Spire Horizon Projects”) and a definitive option
and joint venture agreement for ATHA to earn an option to acquire
up to a 60% interest in T92’s Pasfield Lake property (the
“Pasfield Project”).
SPIRE HORIZON PROJECTS
The Spire Horizon Projects are comprised of 12
mineral claims totalling 60,965 hectares, located on the eastern
rim of the Athabasca Basin, Saskatchewan, within the Company’s East
Rim Exploration District (Figure 1). The properties are situated
within the Needle Falls Shear Zone (“NFSZ”), where
associated cross cutting regional scale tabernor fault – known for
hosting uranium mineralization – have been identified. The Spire
Horizon Projects are highly prospective for uranium exploration
with numerous uraniferous boulders and outcrops, associated with
NFSZ, have been discovered (Figure 2). Recent exploration
activities in the area include ATHA’s Gemini Project, which
contains the shallow basement-hosted, high-grade uranium GMZ
discovery. In addition to uranium prospectivity, high-grade copper
showings in outcrops have been identified, along with anomalous
copper returned from testing of lake sediments. During ATHA’s
maiden 2023 Exploration Program, the Company completed
electromagnetic (“EM”) surveys utilizing Xcite’s
MobileMT (MMT) & Mag system, as well as Geotech’s VTEM-max
system. Those surveys identified approximately 144 km of cumulative
conductors, associated with the NFSZ and regional cross-cutting
structures. These results demonstrate that the Spire Horizon
Projects have a high concentration of shallow prospective
exploration targets for discovery of uranium mineralization.
Figure 1: ATHA Energy – Mineral claims
Athabasca Basin
Figure 2: Spire Horizon Project (ATHA Energy
Corp)
PASFIELD LAKE PROJECT
The Pasfield Project is comprised of 16 mineral
claims totalling 68,768 hectares, located within the Athabasca
Basin, Saskatchewan (Figure 3). The Pasfield Project is situated
within the Cable Bay Shear Zone, contiguous to the north of ATHA’s
Ridge Project (“Ridge”) within the Company’s Cable
Bay Exploration District. During ATHA’s maiden 2023 Exploration
Program, the Company completed an EM survey on Ridge using Xcite’s
MMT system. Subsequently, in Q1 of 2024 ATHA deployed GNR’s
airborne gravity system and Space Fleet’s Ambient Noise Tomography
(“ANT”). Those surveys resulted in the
identification of structural corridors that extend from Ridge
through to the Pasfield Project – along which T92’s 2023 ANT survey
previously detected a low velocity anomaly – evidence of a
prospective alteration halo. In 2023, T92 completed a Reverse
Circulation (RC) drill exploration program targeting the
prospective structural corridor. Drilling intersected anomalous
uranium within the sandstone, in addition to the detection of
significant helium anomalies – a decay product, and potential
pathfinder for uranium mineralization.
Figure 3: Pasfield Project (Terra Uranium
Ltd)
T92 has previously made significant investments
into project infrastructure at their Pasfield Project, including
road access and a year-round exploration camp. As part of the
option ATHA will have access to this infrastructure, which will
significantly decrease capital costs for any future exploration
programs at Ridge and the Pasfield Project.
SPIRE HORIZON OPTION
In accordance with the terms of the LOI and upon
entering into a Definitive Agreement, ATHA shall grant T92 the sole
and exclusive right and option to acquire up to a 70% interest in
the Spire Horizon Projects (the “Spire Horizon
Option”) in consideration for incurring a minimum of
$4,750,000 exploration expenditures as set out below:
(i) on or
before December 20, 2024, T92 must incur at least $750,000 of
statutory exploration expenditure, which must also include the
costs associated with the payment for a mineral exploration
assessment report (the “First Expenditure”);
(ii) on or
before September 21, 2025, T92 must incur additional statutory
exploration expenditures of at least $1,000,000 (the
“Second Expenditure”);
(iii) on or
before September 21, 2026, T92 must incur additional statutory
exploration expenditures of at least $1,000,000 (the “Third
Expenditure”);
(iv) on or
before September 21, 2027, T92 must incur additional statutory
exploration expenditures of at least $1,000,000 (the
“Fourth Expenditure”); and
(v) on or
before September 21, 2028, T92 must incur additional statutory
exploration expenditures of at least $1,000,000 (the “Fifth
Expenditure”).
ATHA and T92 agree to form a joint venture on
the Spire Horizon Projects upon the satisfaction of the First
Expenditure, Second Expenditure, and the Third Expenditure, with
the initial interest of T92 being a 50% participating interest and
ATHA’s being a 50% carried interest (subject to the 5% carried
interest in favour of a third party).
Upon the satisfaction of the Fourth Expenditure
and the Fifth Expenditure, T92’s interest will increase to a 70%
participation interest and ATHA’s interest will adjust to a 30%
participation interest. If at any time during the period where ATHA
holds a carried interest, T92 prepares and delivers a “preliminary
economic assessment” prepared in accordance with National
Instrument 43-101 - Standards of Disclosure for Mineral
Projects in respect of the Spire Horizon Projects to ATHA,
ATHA’s carried interest may be converted into a participating
interest at the election of ATHA.
PASFIELD OPTION
In accordance with the terms of the LOI and upon
entering into a Definitive Agreement, T92 shall grant to ATHA the
four exclusive and separate rights and options to acquire undivided
legal and beneficial interests in the Pasfield Project (together
the “Pasfield Options” and each, a
“Pasfield Option”) as follows:
(i) an
undivided 15% interest in the Pasfield Project, which may be
exercised by either: (a) funding exploration expenditures totalling
$1,000,000 or (b) successfully completing one deep hole of at least
1,000 m into the geophysical target on or before December 31,
2025;
(ii) an
undivided 15% interest for a total of 30% interest in the Pasfield
Project, which may be exercised by either: (a) funding exploration
expenditures totalling $2,000,000 or (b) successfully completing
two deep holes of at least 1,000 m into the geophysical target on
or before December 31, 2026;
(iii) an
undivided 15% interest in the Pasfield Project, which may be
exercised by either: (a) funding exploration expenditures totalling
$3,000,000 or (b) successfully completing three deep holes of at
least 1,000 m into the geophysical target on or before December 31,
2027; and
(iv) an
undivided 15% interest in the Pasfield Project (the “Fourth
CP Option”), which may be exercised by either: (a) funding
exploration expenditures totalling $4,000,000 or (b) successfully
completing four deep holes of at least 1,000 m into the geophysical
target on or before December 31, 2028.
After exercising each Pasfield Option and upon
written notice by ATHA to T92, each undivided 15% interest in the
Pasfield Project can, at ATHA’s election, be converted into a 1%
net smelter returns royalty (“NSR”) for an
aggregate maximum NSR of 4%. Upon the satisfaction of the Fourth CP
Option and assuming ATHA has not converted its interests in the
Pasfield Project into a NSR, the parties will be deemed to form a
joint venture on the Pasfield Project (the “Pasfield Joint
Venture”) with T92 holding an initial 40% participating
interest in the Pasfield Joint Venture and ATHA holding a 60%
participation interest. ATHA will also have the sole and exclusive
right to access and use all camp facilities located on the Pasfield
Project for a daily fee to be negotiated between ATHA and T92.
The full details of the terms will be released
in a future press release if the parties proceed to a Definitive
Agreement. The closing of the Definitive Agreements will be subject
to due diligence results, as well as receipt of stock exchange and
other third-party approvals.
About ATHA
ATHA is a Canadian mineral company engaged in
the acquisition, exploration, and development of uranium assets in
the pursuit of a clean energy future. With a strategically balanced
portfolio including three 100%-owned post discovery uranium
projects (the Angilak Project located in Nunavut, and CMB
Discoveries in Labrador hosting historical resource estimates of
43.3 million lbs and 14.5 million lbs U3O8 respectively, and the
newly discovered basement hosted GMZ high-grade uranium discovery
located in the Athabasca Basin). In addition, the Company holds the
largest cumulative prospective exploration land package (8.1
million acres) in two of the world’s most prominent basins for
uranium discoveries - ATHA is well positioned to drive value. ATHA
also holds a 10% carried interest in key Athabasca Basin
exploration projects operated by NexGen Energy Ltd. and IsoEnergy
Ltd. For more information visit www.athaenergy.com.
1,2,3.
For more information, please
contact:
Troy Boisjoli
Chief Executive Officer
Email: info@athaenergy.com
www.athaenergy.com
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
Historical Mineral Resource
Estimates
All mineral resources estimates presented in
this news release are considered to be “historical estimates” as
defined under NI 43-101, and have been derived from the following
(See notes below). In each instance, the historical estimate is
reported using the categories of mineral resources and mineral
reserves as defined by the CIM Definition Standards for Mineral
Reserves, and mineral reserves at that time, and these “historical
estimates” are not considered by ATHA to be current. In each
instance, the reliability of the historical estimate is considered
reasonable, but a Qualified Person has not done sufficient work to
classify the historical estimate as a current mineral resource, and
ATHA is not treating the historical estimate as a current mineral
resource. The historical information provides an indication of the
exploration potential of the properties but may not be
representative of expected results.
Notes on the Historical Mineral Resource
Estimate for the Angilak Deposit:
1. This estimate is considered
to be a “historical estimate” under NI 43-101 and is not considered
by any of to be current. See below for further details regarding
the historical mineral resource estimate for the Angilak
Property.
- Mineral
resources which are not mineral reserves do not have demonstrated
economic viability.
- The estimate of
mineral resources may be materially affected by geology,
environment, permitting, legal, title, taxation, sociopolitical,
marketing or other relevant issues.
- The quality and
grade of the reported inferred resource in this estimation are
uncertain in nature and there has been insufficient exploration to
define these inferred resources as an indicated or measured mineral
resource, and it is uncertain if further exploration will result in
upgrading them to an indicated or measured resource category.
- Contained value
metals may not add due to rounding.
- A 0.2% U3O8
cut-off was used.
- The mineral
resource estimate contained in this press release is considered to
be “historical estimates” as defined under NI 43-101 and is not
considered to be current.
- The “historical
estimate” is derived from a Technical Report entitled “Technical
Report and Resource Update For The Angilak Property, Kivalliq
Region, Nunavut, Canada”, prepared by Michael Dufresne, M.Sc.,
P.Geol. of APEX Geosciences, Robert Sim, B.Sc., P.Geo. of SIM
Geological Inc. and Bruce Davis, Ph.D., FAusIMM of BD Resource
Consulting Inc., dated March 1, 2013 for ValOre Metals Corp.
- As disclosed in
the above noted technical report, the historical estimate was
prepared under the direction of Robert Sim, P.Geo, with the
assistance of Dr. Bruce Davis, FAusIMM, and consists of
three-dimensional block models based on geostatistical applications
using commercial mine planning software. The project limits area
based in the UTM coordinate system (NAD83 Zone14) using nominal
block sizes measuring 5x5x5m at Lac Cinquante and 5x3x3 m (LxWxH)
at J4. Grade (assay) and geological information is derived from
work conducted by Kivalliq during the 2009, 2010, 2011 and 2012
field seasons. A thorough review of all the 2013 resource
information and drill data by a Qualified Person, along with the
incorporation of subsequent exploration work and results, which
includes some drilling around the edges of the historical resource
subsequent to the publication of the 2013 technical report, would
be required in order to verify the Angilak Property historical
estimate as a current mineral resource.
- The historical
mineral resource estimate was calculated in accordance with NI
43-101 and CIM standards at the time of publication and predates
the current CIM Definition Standards for Mineral Resources and
Mineral Reserves (May, 2014) and CIM Estimation of Mineral
Resources & Mineral Reserves Best Practices Guidelines
(November, 2019).
- A thorough
review of all historical data performed by a Qualified Person,
along with additional exploration work to confirm results would be
required to produce a current mineral resource estimate prepared in
accordance with NI 43-101.
2. Notes on the
Historical Mineral Resource Estimate for the Moran Lake
Deposit:
- Jeffrey A.
Morgan, P.Geo. and Gary H. Giroux, P.Eng. completed a NI 43-101
technical report titled “Form 43-101F1 Technical Report on the
Central Mineral Belt (CMB) Uranium Project, Labrador, Canada,
Prepared for Crosshair Exploration & Mining Corp.” and dated
July 31, 2008, with an updated mineral resource estimate for the
Moran Lake C-Zone along with initial mineral resources for the
Armstrong and Area 1 deposits. They modelled three packages in the
Moran Lake Upper C-Zone (the Upper C Main, Upper C Mylonite, and
Upper C West), Moran Lake Lower C-Zone, two packages in Armstrong
(Armstrong Z1 and Armstrong Z3), and Trout Pond. These mineral
resources are based on 3D block models with ordinary kriging used
to interpolate grades into 10 m x 10 m x 4 m blocks. A cut-off
grade of 0.015% U3O8 was used for all zones other than the Lower C
Zone which employed a cut-off grade of 0.035%. A thorough review of
all historical data performed by a Qualified Person, along with
additional exploration work to confirm results, would be required
to produce a current mineral resource estimate prepared in
accordance with NI 43-101 standards.
3. Notes on the
Historical Mineral Resource Estimate for the Anna Lake
Deposit:
- The mineral
resource estimate contained in this table is considered to be a
“historical estimate” as defined under NI 43-101, and is not
considered to be current and is not being treated as such. A
Qualified Person has not done sufficient work to classify the
historical estimate as current mineral resources. A qualified
person would need to review and verify the scientific information
and conduct an analysis and reconciliation of historical drill and
geological data in order to verify the historical estimate as a
current mineral resource.
- Reported by
Bayswater Uranium Corporation in a Technical Report entitled “Form
43-101 Technical Report on the Anna Lake Uranium Project, Central
Mineral Belt, Labrador, Canada”, prepared by R. Dean Fraser, P.Geo.
and Gary H. Giroux, P.Eng., dated September 30, 2009.
- A 3-dimensional
geologic model of the deposit was created for the purpose of the
resource estimate using the Gemcom/Surpac modeling software. A
solid model was created using a minimum grade x thickness cutoff of
3 meters grading 0.03% U3O8. Intersections not meeting this cutoff
were generally not incorporated into the model. The shell of this
modeled zone was then used to constrain the mineralization for the
purpose of the block model. Assay composites 2.5 meters in length
that honoured the mineralized domains were used to interpolate
grades into blocks using ordinary kriging. An average specific
gravity of 2.93 was used to convert volumes to tonnes. The specific
gravity data was acquired in-house and consisted of an average of
seventeen samples collected from the mineralised section of the
core. The resource was classified into Measured, Indicated or
Inferred using semi-variogram ranges applied to search ellipses.
All resources estimated at Anna Lake fall under the “Inferred”
category due to the wide spaced drill density. An exploration
program would need to be conducted, including twinning of
historical drill holes in order to verify the Anna Lake Project
estimate as a current mineral resource.
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 transactions contemplated herein, including
statements with respect to the expected benefits of the
transactions described herein to ATHA and the ATHA shareholders,
the expectation that the parties will successfully negotiate the
terms of the Definitive Agreement, the approval by the securities
exchanges, the successful incurrence of exploration expenditure as
required to earn the options, any results that may be derived from
the diversification of ATHA’s portfolio, the prospects of ATHA’s
projects, including mineral resources estimates and mineralization
of each project, the prospects of ATHA’s business plans and any
expectations with respect to defining mineral resources or mineral
reserves on any of ATHA’s projects, and any expectation with
respect to any permitting, development or other work that may be
required to bring any of the projects into development or
production.
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 regarding ATHA following
completion of the transactions, that the anticipated benefits of
the transactions will be realized, completion of the transactions,
including receipt of required stock exchange approvals, the ability
of ATHA and T92 to satisfy, in a timely manner, the other
conditions to the closing of the transactions or earning the
option, other expectations and assumptions concerning the
transactions, the ability of ATHA and T92 to complete its
exploration activities as currently expected, assumptions that the
anticipated benefits of ATHA’s proposed exploration program will be
realized, that no additional permit or licenses will be required in
connection with ATHA’s exploration programs, the ability of ATHA to
complete its exploration activities as currently expected and on
the current anticipated timelines, including ATHA’s proposed
exploration program, that ATHA will be able to execute on its
current plans, and that general business and economic conditions
will not change in a material adverse manner. Although each of ATHA
and T92 have 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 ATHA and T92 with respect to future events and are necessarily
based upon a number of assumptions and estimates that, while
considered reasonable by ATHA and T92, 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 parties being
unable to negotiate the terms of the Definitive Agreement,
inability of ATHA to complete the exploration expenditures to earn
the option, a material adverse change in the timing of any
completion and the terms and conditions upon which the transactions
is completed; inability to satisfy or waive all conditions to
closing the transactions as set out in the Definitive Agreement;
inability of ATHA to realize the benefits anticipated from the
exploration and drilling targets described herein or elsewhere;
inability of ATHA to complete current exploration plans as
presently anticipated or at all; inability for ATHA to economically
realize on the benefits, if any, derived from the exploration
program; failure to complete business plans as it currently
anticipated; overdiversification of ATHA’s portfolio; failure to
realize on benefits, if any, of a diversified portfolio;
unanticipated changes in market price for ATHA shares; and changes
to ATHA’s current and future business and exploration plans and the
strategic alternatives available thereto. Other factors which could
materially affect such forward-looking information are described in
the filings of ATHA with the Canadian securities regulators which
are available, respectively, on ATHA’s profile on SEDAR+ at
www.sedarplus.ca. ATHA does not undertake to update
any forward-looking information, except in accordance with
applicable securities laws.
Photos accompanying this announcement are available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/79c8df06-6c78-46bb-9fd5-b5969a668349
https://www.globenewswire.com/NewsRoom/AttachmentNg/d9a0f7ea-9742-49a0-be1e-627796b6123e
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