Cosa Resources will acquire all of the issued and outstanding shares of Polaris from the Polaris Shareholders.
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Polaris holds a 46,700 ha land package comprised of four uranium exploration properties in the eastern Athabasca Basin in northern Saskatchewan.
The four properties held by Polaris have a total area of 46,700 ha and are named Ursa, Orion, Castor and Charcoal.
All of the properties are located in the eastern Athabasca basin, the heart of the Canadian uranium exploration and mining sector. Each of the properties covers large areas characterized by low magnetic susceptibility that likely indicates the presence of prospective metasedimentary basement rocks.
Castor and Charcoal are beyond the eastern edge of the basin, and likely have no Athabasca sandstone cover.
These properties are therefore most prospective for basement hosted mineralization.
Ursa and Orion are located approximately 45 km west of the Cigar Lake uranium mine and are prospective for both basement and unconformity hosted uranium mineralization. Depth to the unconformity at Ursa and Orion is expected to be 750 m to 950 m. No royalties or other encumbrances exist on the land package.
Subject to customary closing conditions and regulatory approvals, Cosa Resources will acquire 100% of the issued and outstanding shares of Polaris from the Polaris Shareholders in exchange for a total of 4.3 million shares of the Company.
Under the terms of the Agreement, each Polaris Shareholder will receive one Consideration Share in exchange for each Polaris share held. The Acquisition is an arm’s length transaction and will not result in the creation of any new insiders or control persons of Cosa Resources.
The Agreement contains customary representations, warranties, covenants and closing conditions applicable to a transaction of this nature.
In addition to any resale restrictions imposed by applicable securities law, all Consideration Shares are subject to a 24-month hold period, with 25% of the Consideration Shares being released every six months, commencing six months from the closing date. Cosa Resources expects to close the acquisition of Polaris on or around June 30, 2022. ■