Paladin Energy to acquire
Fission Uranium

Paladin Energy to acquire Fission Uranium

Paladin Energy Limited (ASX:PDN OTCQX:PALAF) (“Paladin”) and Fission Uranium Corp. (TSX:FCU OTCQX:FCUUF FSE:2FU) (“Fission”) have entered into a definitive  arrangement agreement (the “Agreement”), pursuant to which Paladin will acquire 100% of the issued and outstanding shares of Fission (“Fission Shares”) by way of a court approved plan of arrangement under Canada Business Corporation Act  (the “Transaction”)

Transaction Highlights

  • All scrip acquisition of Fission Uranium Corp by Paladin Energy via a plan of arrangement
  • Transaction consideration represents a 30% premium to Fission shareholders based on the 20-day Volume Weighted Average Price (‘VWAP’)
  • Post closing Paladin shareholders will own ~76% of the combined company and Fission shareholders will own ~24%
  • Transaction supported by Fission Board of Directors
  • No Paladin shareholder approval required
  • The Transaction is targeted to close in the September 2024 quarter (subject to satisfaction of all conditions under the Agreement)
  • Paladin has applied to list on the TSX concurrent with closing of the Transaction and will issue TSX listed shares to Fission shareholders under the Transaction

Strategic Rationale

  1. World-class production and growth pipeline
  2. Creation of a leading Canadian development hub
  3. Globally significant uranium resource
  4. Enhanced exposure to highly attractive uranium market
  5. Increased international capital markets presence
  6. Shared commitment to a sustainable future

The combination of Paladin and Fission will create a clean energy leader and will deliver the following benefits to both Paladin and Fission shareholders:

  • Enhanced project development pipeline.
  • Multi-asset production expected by 2029.
  • Diversified presence across leading uranium mining jurisdictions of Canada, Namibia and Australia.
  • Increased exposure to highly attractive long term uranium fundamentals.
  • Increased scale and global profile of Paladin with TSX listing.

The Transaction will also deliver several direct benefits to Fission shareholders:

  • Attractive 30% premium to Fission’s 20-Day VWAP  and the ability to participate in the upside of Paladin.
  • Meaningful 23% ownership in a global, multi-asset uranium company with exposure to the producing LHM.
  • Continued exposure to the Patterson Lake South project’s (“PLS”) future operational profile and exploration upside.
  • De-risk Fission’s PLS development funding, underpinned by LHM production and customer offtake contract book.
  • Opportunity to retain TSX-listed shares in a leading ASX100 growth-focused uranium company providing increased trading liquidity and an enhanced capital markets presence.