13:20:45 EDT Wed 15 May 2024
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Glorious Creation to acquire uranium assets in Sask.

2024-02-14 13:30 ET - News Release

Mr. Nicholas Luksha reports

GLORIOUS CREATION ANNOUNCES PROPOSED ACQUISITION OF URANIUM ASSETS IN THE EASTERN ATHABASCA BASIN OF SASKATCHEWAN, FROM STALLION URANIUM CORP.

Glorious Creation Ltd. has entered into a definitive purchase and sale agreement dated Feb. 12, 2024, with Stallion Uranium Corp., a British Columbia mineral exploration company with its common shares listed for trading on the TSX Venture Exchange. Pursuant to the definitive agreement, the company will acquire three separate mineral properties comprising an aggregate of seven mineral claims, covering a total of 10,874 hectares (approximately 100 square kilometres), located in the eastern Athabasca basin of Saskatchewan, from Stallion.

The transaction is subject to the approval of the Canadian Securities Exchange and is intended to constitute a fundamental change of Glorious as defined in CSE Policy 8, Fundamental Changes and Changes of Business. Subject to CSE approval, upon the closing of the transaction, the business of the company resulting from the transaction will primarily be the exploration for uranium on the properties.

Trading in the company's common shares on the CSE was halted in connection with this news release. Trading in the shares will remain halted pending the review of the transaction by the CSE and satisfaction of any conditions of the CSE for resumption of trading. It is likely that the shares will not resume trading until the closing.

The properties

The Ford Lake project consists of three claims covering an area of 7,431 hectares in the prolific eastern Athabasca basin near the margin of the Mudjuik and Wollaston domains. Ford Lake is prospectively highlighted by the recent Canalaska Uranium Ltd. high-grade discovery hole at Moon Lake only 10 kilometres to the northeast. The uranium endowment of the area is proven by the significant deposits of the Key Lake mine only 15 kilometres to the southeast, less than 20 kilometres from Cameco Corp.'s Millennium deposit, and less than 20 kilometres from Denison Mines Corp.'s Gryphon and Phoenix deposits with uranium mineral reserves of 106.4 million pounds U3O8 (triuranium octoxide).

Each of the Cigar Lake East and Roughrider South projects is located in the eastern Athabasca basin in northwestern Saskatchewan. The Cigar Lake East and Roughrider South projects consist of four claims covering a total area of 3,443 hectares in the Wollaston domain in the eastern Athabasca basin.

Drew Zimmerman, chief executive officer of Stallion Uranium, stated: "We are excited to see our three eastern basin projects move into the hands of Glorious while still being able to benefit from their success. These projects warrant and will now receive a committed uranium exploration program led by our world-class technical and geological team at a time when the world needs meaningful uranium discoveries. All three projects are located in the heart of the world-renowned eastern Athabasca basin and hold significant potential for discovery."

Nicholas Luksha, chief executive officer of Glorious Creation, expressed enthusiasm stating: "Today marks a significant milestone for our shareholders as we secure a strategic land position in one of the most renowned uranium regions in the world. The full control of this acquisition adds up to approximately 100 square kilometres and is situated in a significant area with recent uranium discoveries. This exciting opportunity has generated enthusiasm amongst our team and operating partners at Stallion Uranium. Collaborating on this turnkey operation, we aim to establish robust leadership and harness the expertise of the existing technical team to commence drilling on the most promising targets as soon as this summer. The ambitious strategy we have in motion is poised to substantially enhance shareholder value."

The transaction

The definitive agreement provides that the company will acquire the properties from Stallion for the following consideration:

  • Concurrently with the signing the definitive agreement, a cash payment of $100,000, which one-half of the deposit ($50,000) will be refundable by Stallion to Glorious if Glorious does not obtain approval from the CSE;
  • On the date of the closing, a cash payment of $300,000;
  • An aggregate of 2.5 million shares to be issued by the company to Stallion as follows:
    • 500,000 shares on the date that is six months following the closing date;
    • 500,000 shares on the date that is 12 months following the closing date;
    • 500,000 shares on the date that is 18 months following the closing date;
    • One million shares on the date that is 24 months following the closing date;
  • A 3.0-per-cent net smelter return royalty on the properties in favour of Stallion.

The terms of the royalty will be governed by a net smelter return royalty agreement to be entered into between the company and Stallion at closing. The parties agreed to negotiate in good faith to settle the terms of the royalty agreement promptly following the execution of the definitive agreement. The royalty agreement will include a 1.5-per-cent buyback right in favour of the company, which can be exercised at any point prior to commercial production as follows: (a) $500,000 for 0.5 per cent; (b) $750,000 for a second 0.5 per cent; and (c) $1-million for a third 0.5 per cent.

The company and Stallion have also agreed to enter into an operating agreement, pursuant to which Stallion will conduct an agreed-upon exploration program on one or more of the properties.

The completion of the transaction is subject to the satisfaction of various conditions as are standard for a transaction of this nature, including, but not limited to: (i) receipt of all requisite consents, waivers and approvals for the transaction, including the approval of the CSE, the approval by the holders of at least 50.1 per cent of the issued and outstanding shares and approval of the TSX-V; (ii) the absence of any material adverse change in the status of the properties; (iii) entry into of the royalty agreement and the operating agreement; (iv) the delivery of a technical report (compliant with National Instrument 43-101, Standards of Disclosure for Mineral Properties) with respect to one or more of the properties; (v) the company meeting the qualifications for listing under CSE Policy 2, Qualification for Listing, by filing all of the documents and following the procedures set out in Policy 2; and (vi) Stallion, if applicable, having received the requisite approvals from its shareholders for the transaction.

The company expects to pay a finder's fee in connection with the transaction to the party that introduced the acquisition target to the company, subject to applicable securities laws and the policies of the CSE. There is no change of control of the company expected to occur as a result of the transaction.

Qualifying statement

The foregoing scientific and technical disclosures for Glorious Creations have been reviewed by Darren Slugoski, PGeo, a registered member of the Professional Engineers and Geoscientists of Saskatchewan. Mr. Slugoski is a qualified person as defined by NI 43-101.

About Glorious Creation Ltd.

Glorious Creation is incorporated under the provisions of the Business Corporations Act (British Columbia) with its registered and head office in Vancouver, B.C. Glorious Creation is a reporting issuer in the provinces of Ontario, British Columbia and Alberta.

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